VideoFeel Platform Terms & Conditions
VideoFeel • Emotional Video Analysis Platform is an application service provided by Hoomano.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AS THEY GOVERN YOUR USE OF THE SERVICES (AS DESCRIBED BELOW)
THE TERMS OF THIS MASTER SERVICES AGREEMENT (“AGREEMENT”) GOVERN YOUR USE OF THE APPLICATION SERVICES (AS DEFINED BELOW) OF HOOMANO, SAS, with registered office at 2, rue Charles Baudelaire, 69002 Lyon - France (“HOOMANO”). IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE HOOMANO’S APPLICATION SERVICES. BY ACCEPTING THESE TERMS BELOW OR BY USING HOOMANO’S APPLICATION SERVICES IN ANY MANNER, YOU, THE ENTITY YOU REPRESENT AND ANY AFFILIATE OF SUCH ENTITY (COLLECTIVELY, “CUSTOMER”) AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THIS AGREEMENT TO THE EXCLUSION OF ALL OTHER TERMS. IF THE TERMS OF THIS AGREEMENT ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO SUCH TERMS. THIS AGREEMENT IS ENTERED INTO AS OF THE DATE YOU ACCEPT THESE TERMS OR USE THE APPLICATION SERVICES (“EFFECTIVE DATE”).
TERMS APPLICABLE TO YOUR USE OF THE SERVICES
1. USE OF THE APPLICATION SERVICES
1.1 Use of Application Services. Subject to the terms of this Agreement, Hoomano grants to Customer a limited, non-exclusive, non-transferable right to access and use the Application Services solely for Customer’s internal business purposes and not for resale or further distribution. Customer’s right to access and use the Application Services shall be limited to the Subscription Plan for the Application Services purchased by Customer and all terms and conditions herein. Except for the rights expressly granted to Customer in this Agreement, Hoomano retain all right, title and interest in and to the Application Services, including all related rights protected by applicable intellectual property laws, including copyright law, trade secret, and international treaties.
1.2 Authorized Users. Subject to the limits of the Subscription Plan, Customer may allow its Authorized Users to access and use the Application Services; provided Customer shall be responsible for its Authorized Users in compliance with Customer’s obligations under the terms of the Agreement.
“Application Services” shall mean the online, web-based, and mobile-based applications provided by Hoomano through a Hoomano Site, ordered by Customer’s selection and acceptance of a Subscription Plan by means of (i) the online purchasing process on a website operated by Hoomano or (ii) an executed Order Form. “Authorized User” means any individual provided with access to the Application Services by Customer. A “Subscription Plan” shall mean a specified pricing plan and term length with associated features, functionality and volume tiers for the Application Services purchased by Customer. An “Order Form” shall mean an ordering document for the Application Services, including without limitation statements of work, signed by both parties and incorporating the terms of this Agreement by reference. “Hoomano Site” shall mean https://videofeel.app, https://hoomano.com, https://mojo.ai or other designated websites or IP addresses for mobile applications communicated to Customer by Hoomano.
1.3 Subscription Plans.
1.3.1 The Application Services are provided through existing and legacy Subscription Plans. For all Subscription Plans: a “View” shall mean a JSON object comprised of an event (string) and a dictionary of properties (object) that is stored by the Application Services; a “User Profile” shall mean a JSON object comprised of an identifier or identifying string intended to indicate a unique user and a dictionary of properties (object) that is stored by the Application Services.
1.3.2 Free Services. Hoomano offers free Subscription Plans for no fees, but which have limited features, functionality, and volume tiers for the Application Services. Hoomano may modify the free Subscription Plans at any time in its sole discretion or even discontinue them entirely without prior notice to Customer.
1.3.3 Legacy Services. From time to time Hoomano will cease to offer certain Subscription Plans. Hoomano shall use commercially reasonable efforts to support such legacy Subscription Plans until the end of the term during which the Subscription Plan is deprecated or as otherwise terminated. Notwithstanding the foregoing, Hoomano reserves the right to discontinue supporting legacy Subscription Plans at any time without prior notice.
1.4 Views Packages. In the event Customer’s use of the Application Services exceeds the volume of Views of the Subscription Plan purchased by Customer, Hoomano will immediately charge the lowest tier Views Package available at the unit price applicable to Customer, and the Customer shall be obligated to pay any Views Package in the next month.
1.5 Modifications. Subject to pricing terms agreed in an Order Form, Hoomano may modify the pricing of its services at any time and add new services or pricing plans for additional fees and charges, or amend fees and charges for existing services, at any time and in its sole discretion without prior notice to Customer. Upon written notice, Hoomano may increase the fees of the services in a forthcoming term of the Subscription Plan by up to five percent for like services.
2. ACCESS TO THE APPLICATION SERVICES
2.1 Restrictions. Customer shall use the Application Services only in compliance with all applicable laws, including any applicable data protection and privacy laws, and the terms of this Agreement. Customer shall not and shall not permit or authorize any third party to: (i) copy, rent, sell, lease, sublicense, distribute, assign, or otherwise transfer or encumber rights to the Application Services, or use the Application Services for the benefit of any third party, or make the Application Services available to anyone other than its Authorized Users; (ii) use the Application Services to send spam or otherwise duplicative or unsolicited messages in violation of applicable laws, or to process, send or store Prohibited Information, infringing or unlawful material, viruses, worms, time bombs, Trojan horses or other harmful or malicious code, files, scripts, agents or programs; (iii) circumvent or disable any digital rights management, usage rules, or other security features of the Application Services, or otherwise attempt to gain unauthorized access to, or disrupt the integrity or performance of, the Application Services or the data contained therein; (iv) modify, copy, translate, enhance, decompile, disassemble, reverse engineer or create derivative works based on the Application Services, or any portion thereof; (v) access or use the Application Services for the purpose of building a competitive product or service or copying its features or user interface; (vi) remove, alter, or obscure any copyright, trademark or other proprietary notices appearing in or on the Application Services; or (vi) use the Application Services in a manner that overburdens, or that threatens the integrity, performance, or availability of, the Application Services.
“Prohibited Information” shall mean (a) information under regulatory or contractual handling requirements (e.g., Payment Card Industry Data Security Standards), including, but without limitation, financial account numbers, debit or credit card information, magnetic stripe data, or card verification values; (b) government issued personal identifiers, including, but without limitation, driver’s license numbers, passport numbers, or other state issued identification numbers; (c) bio-metric identifiers, including without limitation, genetic data, iris scans, thumb or finger prints, cardiac rhythm identifiers, facial modeling data, or health data; (d) personally identifiable information collected from children under the age of 13 or from online services directed toward children; (e) real time geo-location data which can track or identify an individual’s precise movements; (f) passwords, authentication/authorization credentials, business secrets deemed highly confidential (e.g., highly-confidential business strategies and communications, sensitive attorney-client privileged and confidential communications); (g) export-controlled information for which Customer has not obtained all required export licenses or government approvals; or (h) other information the unauthorized disclosure of which could cause material, severe, or catastrophic harm or impact to any data subjects or third parties.
2.2 Maintenance. Hoomano does not guarantee the maintenance or continued function of, and Hoomano reserves the right to change, discontinue, delete or deprecate, at any time and at Hoomano’s sole discretion, any product feature, support service that may be made available to or accessible by Customer, including through the Application Services.
2.3 Excess Burden. Hoomano reserves the right to restrict, suspend, or terminate access to the Application Services at any time, if in Hoomano’s sole determination, Customer is using the Application Services in a manner that violates applicable laws or the terms of this Agreement, fails to make payment to Hoomano, or creates an Excess Burden on Hoomano’s systems. “Excess Burden” means the Application Services are being used to engage in denial of service attacks, spamming, or any illegal activity, or use of Application Services is causing immediate, material and ongoing harm to Hoomano or Hoomano’s other customers.
2.4 Beta Services. From time to time, Hoomano may make Beta Services available to Customer at no charge. Customer may choose to utilize such Beta Services in Customer’s sole discretion. Beta Services are intended for evaluation purposes and not for production use, are not fully supported and may be subject to additional terms and fees that may be presented to Customer. Beta Services are provided on an “as-is” and “as available” basis without any warranty, support, maintenance, storage, service-level agreement or indemnity obligation of any kind and so, are not considered “Application Services” hereunder, even if displayed in the user interface; however, all restrictions herein, Hoomano’s reservation of rights and Customer’s obligations concerning the Application Services shall apply equally to Customer’s use of Beta Services. Hoomano may discontinue Beta Services at any time in its sole discretion and may never make them generally available. Hoomano will have no liability for any harm or damage arising out of or in connection with a Beta Service. “Beta Services” means a product, service or functionality provided by Hoomano that may be made available to Customer to try at Customer’s option at no additional charge which is clearly designated as beta, pilot, limited release, non-production, early access, evaluation or by a similar description. Beta Services may be considered Confidential Information of Hoomano, if so denoted or communicated by Hoomano to Customer. Customer will not disclose (including, but not limited to, in a press release or public statement) any information about, involving or regarding Beta Services (including the existence of), except as agreed by Hoomano in writing.
2.5 Acceptable Use Policy. Customer will not use the Application Services to: (i) upload, post, email, or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (ii) harm Hoomano or third parties in any way; (iii) impersonate any person or entity, or otherwise misrepresent Customer’s affiliation with a person or entity; (iv) use third party email lists, including purchased, rented, scraped or illegally obtained email lists, to send targeted emails, notifications or messages with the Application Services; (v) upload, post, email, or otherwise transmit any content that Customer does not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (vi) upload, post, email or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright, or other right of any party; (vii) upload, post, email, or otherwise transmit any Spam or Unsolicited Bulk Email (as defined by Spamhaus at https://www.spamhaus.org/definition.html), unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other forms of solicitation; (viii) upload, post, email, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (ix) interfere with or disrupt the Application Services or servers or networks connected to the Application Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Application Services; (x) intentionally or unintentionally violate any applicable local, state, national or international law or regulation; (xi) “stalk” or otherwise harass another; or (xii) collect or store personal data about other users.
3. PAYMENT TERMS
3.1 Billing Terms. Subscription Plans are billed in advance of their respective terms and automatically renew at the end of their respective terms for an equivalent term, or as otherwise stated in the Order Form, unless Customer chooses not to renew such plan by writing to Hoomano at email@example.com or Hoomano terminates the Agreement. Fees paid hereunder, including Views Packages, are non-refundable and shall be billed in Euro. Except as otherwise set forth in an Order Form, fees due hereunder will be billed to Customer’s credit card and Customer authorizes the card issuer to pay all such amounts and authorizes Hoomano (or its billing agent) to charge the credit card account until the Application Services are terminated as set forth herein; provided that if payment is not received from the credit card issuer, Customer agrees to pay all amounts due upon demand. Customer must provide current, complete and accurate billing and credit card information. Customer agrees to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance. In certain instances, the issuer of the credit card may charge a foreign transaction fee or related charges, which Customer shall be responsible to pay.
3.2 Taxes. Fees do not include any local, state, federal or foreign taxes, levies, duties or similar governmental assessments of any nature, including value-added, use or withholding taxes (collectively, “Taxes”). Customer is responsible for payment of all Taxes associated with its purchases hereunder (excluding taxes based on Hoomano’s net income or property), and any related penalties and interest. Customer will make all required payments to Hoomano free and clear of, and without reduction for, any withholding taxes. Customer will, upon Hoomano’s request, provide Hoomano with official receipts issued by appropriate taxing authorities, or such other evidence as Hoomano may reasonably request, to establish that such Taxes have been paid.
3.3 Credits. Hoomano may, at its sole discretion, choose to offer Views for the Application Services, including discount codes or promotional campaigns. Credits are non-transferable and do not have any monetary or cash value. Any credits can only be used to offset fees per the terms and conditions expressly identified by Hoomano and, unless otherwise stated by Hoomano, shall no longer be redeemable ninety (90) days from the date of issuance.
3.4 Failure of Payment. If Customer fails to pay fees within five business days of notice of delinquent payments, in addition to other available remedies, Hoomano reserves the right to suspend or terminate access to the Application Services and delete the Customer Content (as defined below).
4.PRIVACY AND INFORMATION SECURITY
5. INTELLECTUAL PROPERTY
6. LIMITATION OF LIABILITY
HOOMANO'S CONTRACTUAL AND STATUTORY LIABILITY FOR DAMAGES CAUSED BY SLIGHT NEGLIGENCE SHALL, IRRESPECTIVE OF ITS LEGAL GROUND, BE LIMITED AS FOLLOWS: (i) HOOMANO SHALL BE LIABLE UP TO THE AMOUNT OF THE FORESEEABLE DAMAGES TYPICAL FOR THIS TYPE OF CONTRACT DUE TO A BREACH OF MATERIAL CONTRACTUAL OBLIGATIONS; (ii) HOOMANO SHALL NOT BE LIABLE DUE TO A BREACH OF ANY NON-MATERIAL CONTRACTUAL OBLIGATIONS NOR FOR THE SLIGHTLY NEGLIGENT BREACH OF ANY OTHER APPLICABLE DUTY OF CARE.
THE AFORESAID LIMITATIONS OF LIABILITY SHALL NOT APPLY TO ANY MANDATORY STATUTORY LIABILITY, AND ANY LIABILITY FOR CULPABLY CAUSED PERSONAL INJURIES. IN ADDITION, SUCH LIMITATIONS OF LIABILITY SHALL NOT APPLY IF AND TO THE EXTENT HOOMANO HAS ASSUMED A SPECIFIC GUARANTEE.
THE ABOVE SHALL APPLY ACCORDINGLY TO HOOMANO'S LIABILITY FOR FUTILE EXPENSES.
YOU SHALL BE OBLIGED TO TAKE ADEQUATE MEASURES TO AVERT AND REDUCE DAMAGES.
FOR THE PURPOSES OF THIS CLAUSE 6 AND CLAUSE 7 BELOW, “HOOMANO” INCLUDES HOOMANO, ITS AFFILIATES, SUBSIDIARIES, OWNERS, MANAGERS, EMPLOYEES, CONTRACTORS, SUCCESSORS AND ASSIGNS, REPRESENTATIVES, AGENTS AND DIRECTORS.
SUBJECT TO CLAUSE 6 ABOVE, YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HOOMANO HARMLESS, FROM AND AGAINST ALL FINES, PENALTIES, CLAIMS, ACTIONS, LIABILITIES, LOSSES, EXPENSES, DAMAGES AND COSTS (INCLUDING REASONABLE LEGAL COSTS) ARISING, DIRECTLY OR INDIRECTLY, OUT OF OR RELATED TO; AND ATTRIBUTABLE TO : (I) YOUR NEGLIGENT OR WILLFUL MISUSE OF THE SERVICES IN VIOLATION OF THESE TERMS; (II) YOUR NEGLIGENT OR WILLFUL BREACH OF THESE TERMS; (III) ANY NEGLIGENT OR WILLFUL MISREPRESENTATION IN CONNECTION WITH THE CONTENT AND INFORMATION DIRECTLY OR INDIRECTLY PROVIDED BY YOU THROUGH THE APP; (IV) ANY DEATH OR BODILY INJURY TO ANY PERSON AND ANY DAMAGE, LOSS OR DESTRUCTION OF ANY REAL OR TANGIBLE PROPERTY ARISING FROM YOUR NEGLIGENT OR WILLFUL USE OF THE SERVICES IN VIOLATION OF THESE TERMS; AND (V) ANY FINES OR OTHER PENALTIES ARISING FROM YOUR NEGLIGENT OR WILLFUL MISUSE OF THE SERVICES IN VIOLATION OF THESE TERMS YOUR OBLIGATION TO INDEMNIFY HOOMANO WILL SURVIVE TERMINATION OF THESE TERMS AND ANY CANCELLATION, TERMINATION OR SUSPENSION OF THE SERVICES.
Both parties (you and Hoomano) have the right to terminate the Application Services at any time subject to a prior notice to the other party (to be provided by email to the email address specified in the "Contacts" article below). The right to terminate the Application Services for cause without notice period remains unaffected. In case of a termination, Hoomano (i) will suspend the User Account and deny any further access to and usage of the Services.
WE MAY AMEND THESE TERMS FROM TIME TO TIME INCLUDING APPLICABLE FEES WITHOUT NOTICE, SAVE THAT WE WILL NOTIFY YOU OF ANY MATERIAL CHANGES VIA EMAIL AND/OR A PROMINENT NOTICE ON OUR APP. ANY AMENDMENT OR REVISION SHALL BECOME EFFECTIVE FROM THE DATE IT IS MADE AVAILABLE ON THIS WEBSITE. YOUR CONTINUED USE OF THE SERVICES FOLLOWING ANY AMENDMENT OR REVISION OF THE TERMS (OR ANY NOTIFICATION OF MATERIAL CHANGES) SHALL CONSTITUTE YOUR ACCEPTANCE OF THE CHANGES.
10. FORCE MAJEURE
We shall not be responsible for any loss, damage, default or failure which is caused by occurrences outside of our control including, connectivity failures, power outages, riots, fire, flood, windstorm, explosion, war, epidemics, pandemics, a state of epidemic or pandemic emergency, sabotage, government actions, changes of laws, regulations, administrative provisions and other rules, or acts of God.
11. GOVERNING LAW AND JURISDICTION
These Terms, the Application Services are solely governed by the laws of France. Any mandatory consumer protection law remains unaffected by this choice of law clause.
Pursuant to the art. 14 of UE Regulation 524/2013 in the event of a dispute, you can file a complaint via the European Union's ODR platform which can be reached at the following link http://ec.europa.eu/consumers/odr/. The ODR platform is an access point for users who wish to settle disputes arising from sales contracts or online services in the extra-judicial area.
To the extent that any provision of these Terms is found by any court or competent authority to be invalid, unlawful or unenforceable that provision shall be struck out of these Terms, and the remainder of the Terms which shall continue to be valid and enforceable to the fullest extent permitted by law.
You may not cede, assign or delegate any of your rights or obligations under these Terms without our prior written approval and any attempted assignment without our prior written consent is void. We may cede, assign or delegate any of our rights or obligations to a third party without your consent. In this case, you have the right to terminate pursuant to clause 8.
You and Hoomano are independent contractors and there is no actual or deemed partnership, franchise, joint venture, agency, employment or other fiduciary relationship between you and Hoomano.
Rights and obligations, which by their nature should survive the termination or expiration of these Terms or your use of the Services, will survive.
Our failure to promptly exercise any contractual right, does not of itself mean that the right has been waived unless we acknowledge and agree to such waiver in writing and it will not give rise to an ongoing waiver or any expectation that the right will not be enforced, unless it is expressly stated to do so.
These Terms are the entire agreement relating to its subject matter and supersedes all prior or contemporaneous oral or written communications, understandings, proposals of you and us relating to the subject matter of these Terms. Any phrase in these Terms introduced by the terms “including”, “include”, “in particular” or any similar expression shall mean “including, without limitation”.
Should you have any questions relating to the Services please email us at: firstname.lastname@example.org.
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