Participant Terms and Conditions

Overview

Qrowdsy Ltd. (the Company) is a facilitation agency, bringing together participants, such as yourself, and companies (our Clients) in need of the expertise you can provide by virtue of your professional or personal experience.

The forums for communication between participants and clients include, but are not limited to:

• Surveys
• Video interviews
• Online activities
• Face to face focus groups and activities

These activities may take place in a single event or over the course of several interactions lasting weeks or months. The Company will inform you during the initial outreach for a project the type and duration of any activity, as well as the milestones that will lead to the payment of incentives.

Qrowdsy's registered address is Kemp House, 160 City Road, London, United Kingdom, EC1V 2NX and registration number is 13447521. Qrowdsy's VAT number is GB387-102-104

Rules

• You must be at least 18 years of age in order to participate in any projects.
• Any relationship between you and the Company is limited in scope solely to the singular projects that you choose to participate in.
• You are not an agent of the Company, and do not represent it in any capacity.
• The nature of your participation is as an individual - you do not represent any other company in your capacity as a participant.
• You agree to the Company keeping records of your personal data as required to verify your location, IP address and email address.
• You understand and agree that your interactions with the Company will be recorded at all times.
• The Company may choose to exclude you from the scope of any project at any time without any warning.
• It is your responsibility to ensure that you are not in breach of any of your legal, contractual or ethical obligations as a result of undertaking any project with the Company.
• You agree to be bound by the terms of the Company's NDA, which can be found here: https://www.qrowdsy.com/nda

Material Non-public Information

Information known by the participant such as trade secrets, any breach of a non-disclosure agreement or anything material to understanding financial health of a publicly traded company should not be disclosed at any point during activities facilitated by the Company. It is the participant's responsibility to identify and mitigate any potential breaches by refusing to provide any information that may cause such a breach.

Credentials

Your interaction with the Company is carried out solely in your personal capacity and should only rely on honest, personally held opinions, although can refer to the experience you have accrued in your capacity as a professional.

You should not present any of the information you provide to the Client as professional advice (medical, financial, legal or otherwise).

Jurisdiction

The participant should ensure that any information requested within the scope of a project does not contradict any laws or regulations within their jurisdiction.

Payment

The method of payment could include gift vouchers, Paypal or bank transfers depending on the jurisdiction that the participant is based in, as well as any payment methods deemed appropriate by the Company's Clients, in the event that they are paying the incentives.

Payment for activities completed by the participant are made at the discretion of the Company, and only where the participant provides high quality data, is based in the target jurisdiction and does not use any VPNs or other fraudulent means to alter their location.

Other activities that may lead to loss of incentives

Except to the extent expressly set out in these terms, you are not allowed to:

• 'scrape' content or store content of the site or application on a server or other storage device connected to a network or create an electronic database by systematically downloading and storing all of the content of the site or application;
• remove or change any content of the site or application or attempt to circumvent security or interfere with the proper working of the site or application or the servers on which they are hosted; or
• create links to the site or application from any other website, without our prior written consent, although you may link from a website that is operated by you provided the link is not misleading or deceptive and fairly indicates its destination, you do not imply that we endorse you, your website or any products or services you offer, you link to (and do not frame or replicate) the home page of the site or application, and the linked website does not contain any content that is unlawful, threatening, abusive, defamatory, pornographic, obscene, vulgar, indecent, offensive or which infringes on the intellectual property rights or other rights of any third party.

You also agree and warrant:

• not to assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of your rights or obligations under these Ts and Cs without our prior written consent;
• not to share any individual's personal data unless this was expressly requested by us and the individual has consented to be bound by these Ts and Cs before you submitted the survey response;
• not to reproduce, duplicate, copy or re-sell any part of the site or application in contravention of the provisions of these Ts and Cs; and
• not to access without authority, interfere with, damage or disrupt:
• any part of the site or application;
• any equipment or network on which the site or application is stored;
• any software used in the provision of the site or application; or
• any equipment or network or software owned or used by any third party.

You must only use the site or application and anything available from the site or application for lawful purposes, complying with all applicable laws and regulations, in a responsible manner, and not in a way that might damage our name or reputation or that of any of our affiliates. You shall not use the site or application:

• in any way that breaches any applicable local, national or international law or regulation; or
• in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect; or
• in any way that would represent or suggest that we endorse any other business, product or service unless we have separately agreed to do so in writing; or
• for the purpose of harming or attempting to harm minors in any way; or
• to send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards; or
• to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); or
• to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.

All rights granted to you under these Ts and Cs will terminate immediately in the event that you are in breach of any of them.

Quality

You agree, warrant and understand that any data you submit shall not:

• contain, transmit, distribute, link to or otherwise make available, or advertise or promote any content that infringes any intellectual property rights or data protection, privacy or other rights of any other person, is defamatory or in breach of any contractual duty or any obligation of confidence;
• contain another individual's personal data unless this has been expressly requested by us and the individual has consented to be bound by these Ts and Cs before you submitted the survey response; be obscene, sexually explicit, threatening, abusive, harassing, inciteful of violence or hatred, blasphemous, discriminatory (on any ground), liable to cause anxiety, alarm or embarrassment, knowingly false or misleading;- breach any of the applicable laws and regulations or be otherwise objectionable;
• impersonate any person or entity or otherwise misrepresent your relationship with any person or entity; or
• transmit or distribute any virus and/or other code that has contaminating or destructive elements.

Breach of the above will automatically make you ineligible for reward and may immediately suspend your account.

You agree and warrant that contributions must:

• be accurate (where they state facts);
• be genuinely held (where they state opinions); and
• comply with all applicable laws in the UK and in any country from which they are posted.

You agree and warrant that contributions must not:

• contain any material which is defamatory of any person;
• contain any material which is obscene, offensive, hateful or inflammatory;
• promote sexually explicit material;
• promote violence;
• promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
• infringe any copyright, database right or trademark of any other person;
• infringe the rights of privacy of any person;
• contain someone else's personal data, unless you make sure this individual has consented to be bound by these Ts and Cs and this was requested by us and is necessary for the purpose for which the contribution is being provided;
• contain your personal data unless requested by us and necessary for the purpose for which the contribution is being provided;
• be likely to deceive any person;
• be made in breach of any legal duty owed to a third party, such as (by way of example only) a contractual duty or a duty of confidence to anyone;
• promote any illegal activity;
• be threatening, abusive or invade another's privacy;
• cause annoyance, inconvenience or needless anxiety;
• be likely to harass, upset, embarrass, alarm or annoy any other person;
• be used to impersonate any person, or to misrepresent your identity or affiliation with any person;
• give the impression that they emanate from us, if this is not the case; or
• advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.

Any contribution you upload to the site or application will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such contribution for any purpose. We also have the right to disclose your identity to any third party claiming that any contribution posted or uploaded by you on the site or application constitutes a violation of their intellectual property rights or their right to privacy.

We will not be responsible, or liable to any third party, for the content or accuracy of any contribution posted by you or any other user of the site or application.

We have the right to remove any contribution or posting you make on the site or application if, in our opinion, such contribution does not comply with the content standards set out in these Ts and Cs.

Rights to intellectual property

All intellectual property rights in any site and application content (including but not limited to text, graphics, software, photographs and other images, videos, sound, trademarks and logos) are owned by us or our licensors. These are protected by copyright laws and treaties around the world. All such rights are reserved. Except as expressly set out here, nothing in these Ts and Cs gives you any rights regarding any intellectual property owned by us or our licensors. You acknowledge that you do not acquire any ownership rights by downloading content from the site or application. In the event you print off, copy or store pages from the site or application (only as permitted under these Ts and Cs), you must ensure that any copyright, trademark or other intellectual property right notices contained in the original content are reproduced.

You must not use any part of the materials on the site or application for commercial purposes without obtaining a prior written licence to do so from us or our licensors.

If you print off, copy or download any part of the site or application in breach of these Ts and Cs, your right to use the site and/or application will cease immediately and you must, at our option, either return or destroy any copies of the materials you have made.

By submitting a survey response, you agree that you grant us a perpetual, irrevocable, worldwide, non-exclusive, royalty-free and fully sub-licensable right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such survey response (in whole or part) and/or to incorporate it in other works in any form, media or technology as set out in these Ts and Cs and in our Privacy Policy.

You also agree to waive any moral rights you may have in, or to be identified as the author, of such survey responses. Moreover and for the sake of clarity, said transfer shall apply in all cases, even if and when the survey response includes personal data about you or another individual. If your survey response includes personal data about another individual, you shall (i) make sure this was expressly requested by us and (ii) warrant you got the individual to consent to be bound by these Ts and Cs before you submit the survey response. The intellectual property rights' transfer on survey responses explicitly includes all photographs and videos provided as part of completing the survey.

Qrowdsy's rights and liability

We may subcontract the performance of any or all of our duties and obligations under these Ts and Cs as we shall in our absolute discretion consider necessary or expedient, provided that the we remain liable for the acts and omissions of those subcontractors as if they were our own.

Nothing in these Ts and Cs shall limit or exclude our liability to you:

• for death or personal injury caused by our negligence;
• for fraudulent misrepresentation or misrepresentation as to a fundamental matter;
• for breach of any term implied by the Consumer Rights Act 2015 and which, by law, may not be limited or excluded; or
• for any other liability that, by law, may not be limited or excluded.

The material displayed on the site and application is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we, other members of our group of companies and third parties connected to us hereby expressly exclude:

All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity; and Any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with the site or application or in connection with the use, inability to use, or results of the use of the site or application, any websites linked to it and any materials posted on it, including, without limitation any liability for:

• loss of income or revenue;
• loss of business;
• loss of profits or contracts;
• loss of anticipated savings;
• loss of data;
• loss of goodwill;
• wasted management or office time; and
• any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.

We will not be liable or responsible for any failure to perform or delay in performance of, any of our obligations under any contract that is caused by events outside our control as defined in clause 19 below.

We will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

• use of, or inability to use, the site or application; or
• use of or reliance on any content displayed on the site or application.

Commentary and other materials posted on the site or application are not intended to amount to advice on which reliance should be placed. We, therefore, disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to the site or application, or by anyone who may be informed of any of its contents. To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to the site or application or any content on them, whether express or implied.

The events outside Qrowdsy's control

In this section, an "event outside our control" means any act or event beyond our reasonable control, including, without limitation, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, snow, flood, earthquake, subsidence, epidemic or other natural disasters, failure of public or private telecommunications networks, the impossibility of the use of motor transport or other means of public or private transport, road traffic accidents, road closures or mechanical failure.

We will not be liable or responsible for any failure to perform or delay in performance of any of our obligations under these Ts and Cs, that is caused by an event outside our control.

If an event outside our control takes place that affects our performance of our obligations under these Ts and Cs:

• we will contact you as soon as reasonably possible to notify you;
• we shall not be liable to you for any delay or failure to perform our obligations under these Ts and Cs as a result of an event outside our control; and
• we shall use reasonable endeavours to minimise any disruption to the services.

How Qrowdsy process the information about you and your visits to the site or application

We process information about you and your visits to the site and/or application in accordance with our Privacy Policy. By using the site or application, you consent to such processing and you warrant that all data provided by you is accurate.

Hacking, introducing viruses, and other offences

You must not misuse the site or application by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the site or application, the server on which they are stored or any server, computer or database connected to the site or application. You must not attack the site or application via a denial-of-service attack or a distributed denial-of-service attack.

By breaching this clause 21, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the site and application will cease immediately.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, mobile equipment, mobile programs, data or other proprietary material due to your use of the site or application or to your downloading of any material posted on them, or on any website linked to them.

General terms and conditions

You may not transfer or assign any or all of your rights or obligations under any contract with us, including but not limited to your rights and obligations under these Ts and Cs. All intellectual property rights in or arising out of or in connection with the services shall, as between you and us, be owned by us.

These Ts and Cs are between you and us. No other person shall have any rights to enforce any of the provisions of these Ts and Cs, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

All notices given by you to us must be given in writing to the email address set out at the end of these Ts and Cs. We may give notice to you at either the email or postal address you provide to us.

All notices served in relation to these Ts and Cs may be served by email.

If we fail to enforce any of our rights under these Ts and Cs, that does not result in a waiver of that right. If any provision of these Ts and Cs is found to be unenforceable, all other provisions shall remain unaffected. These Ts and Cs may not be varied except with our express written consent.

These Ts and Cs and any document expressly referred to in them represent the entire agreement between you and us in relation to the subject matter of any contract. We are required by law to advise you that contracts may be concluded in the English language only and that no public filing requirements apply.

Relevant law and jurisdiction

These Ts and Cs, their subject matter and their formation shall be governed by English law, except if you live in a country (which, for these purposes, includes Scotland or Northern Ireland) of the European Union other than England, in which case there may be certain mandatory applicable laws of your country which shall apply for your benefit and protection in addition to or instead of certain provisions of English law.

Any dispute or claim in relation to these Ts and Cs (whether contractual or non-contractual) will be subject to the jurisdiction of the courts of England and Wales. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are a resident of Scotland, you may also bring proceedings in Scotland. Moreover, if you reside in another country within the European Union, you may, in some instances, also bring proceedings in your home country.

The provisions of clause 22 above are subject to the mandatory provisions which could apply to you in terms of applicable law or competent jurisdiction because of the country where you are based or because of being a consumer. As a consumer, you have legal rights in relation to services not carried out with reasonable care and skill. Advice about your legal rights is available from your local Citizens' Advice Bureau or Trading Standards Office. Nothing in these Ts and Cs will affect these legal rights or equivalent in your country.

The European Commission's online dispute resolution platform http://ec.europa.eu/consumers/odr provides information about alternative dispute resolution which may be of interest.

Getting in touch with Qrowdsy

Please submit any questions you may have about these Ts and Cs or any complaint or concern in relation to any service by email to enquiries@qrowdsy.com