Version: March, 2020
These are the Terms of Business for purchase of licenses to use the Myers-Briggs® App, a mobile application developed by The Myers-Briggs Company, a California benefit corporation with offices at 185 N. Wolfe Road, Sunnyvale, CA 94086, USA (together with its affiliates, The Myers-Briggs Company Limited in the UK, The Myers-Briggs Company Pte Limited in Singapore and The Myers-Briggs Company Pty Ltd in Australia) (collectively, “The Myers-Briggs Company” or “we”, “us” and “our” as the case may be, unless otherwise stated).
The following defined terms shall apply herein unless otherwise stated.
1.1 App means the Myers-Briggs App (comprising the application available for download from the App Store, the database of Information, and the content) and any associated and/or ancillary services or functionality available via the App, including any updates or modifications made from time to time.
1.2 Data means any and all data and information gathered by the App and/or The Myers-Briggs Company from purchase of licenses to use the App by Customers and/or use of the App by Users, and includes Personal Data, together with any and all other data and information gathered by or through use of the App, including settings.
1.3 Inappropriate Material has the meaning given in Section 1.1 of the Acceptable Use Policy available on the App.
1.4 Information means any data, facts and other information about Customers and Users, including actions Customers and/or Users take, and includes Data and user-generated content.
1.5 Personal Data means any information which is in the possession of The Myers-Briggs Company relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly in particular by reference to an identifier such as a name, identification number, location data, online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person; such Personal Data may include: Purchaser information, User information; User registration and account information; personal details given by or about Customers and/or Users (e.g. age, gender, type and other information associated to a Customer or User); information given and comments made by Users; and/or other information provided by Users in the App, which when cumulated with other information held in the App and/or by The Myers-Briggs Company, could identify a natural person.
1.6 Customer means the customer, whether an individual or entity (including its affiliates where applicable), who has purchased license(s) to use the App to enable User(s) to access the App. Customers shall be referred to as “Customer” or “you” or “your” as the case may be.
1.7 Special category data means Personal Data that needs more protection because it is sensitive, and, in relation to which, processors must identify a lawful basis for processing under applicable data protection legislation and a separate condition for processing.
1.8 Taxes means all applicable federal, state, national and local taxes, duties, fees, charges, surcharges, or other similar exactions, as applicable to the relevant jurisdiction, imposed on or with respect to the purchase of license(s) to use the App, whether such taxes are imposed directly on Customer or upon The Myers-Briggs Company, and include (but are not limited to) sales and use taxes, goods and services taxes, and value-added taxes.
1.9 User(s) means the individual, named, natural person(s) authorized by you, the Customer, to use the App and who has subsequently registered with The Myers-Briggs Company and received registration details (and whose account has not been suspended or terminated).
The headings in these Terms of Business are for convenience, and do not affect the interpretation of the provisions.
2. Purchase & Use of the App
2.1 User Registration. The Customer may purchase license(s) to use the App for use by User(s) who subsequently pre-register for the App and are allocated registration details by The Myers-Briggs Company, including a log-in and one-time password.
2.2 User licenses and Security. The Customer shall purchase sufficient licenses to use the App in a quantity at least equivalent to its intended number of Users. The App is made available on a one-user-per-account basis. Registration details, including log-in and any User password details, shall not be shared between multiple Users. Any loss or theft of such details should be reported to The Myers-Briggs Company as soon as possible in order to replace affected log-in details and any User passwords and/or to disable compromised accounts. Users are responsible for ensuring the security of their account and registration details, including log-in and any User passwords. You shall use your best efforts to prevent unauthorized access to or use of the App and shall notify us immediately upon discovery of any unauthorized access or use.
2.3 Technical Requirements. The Customer acknowledges that in order for Users to use the App certain technical requirements relating to hardware and software available to the User will need to be met. You acknowledge that Users must provide their own computing device, internet access and other equipment and software necessary to access and use the App and use the content therein, and you and Users shall bear each of your own costs.
2.6 Age Restrictions. Our psychometric assessments are designed for adults and are not intended for children (under 16 years of age). Accordingly, in order to use the App, Users shall be 16 years of age or over.
3. Purchase Process & Fees
3.1 Purchases. Customers may purchase license(s) to use the App: (a) online via our Elevate platform at www.themyersbriggs.com (“Elevate”); (b) by phone to our Customer Support Team as set out in Section 10 of these Terms of Business; or (c) by email or mail (each, a “Purchase”). Prices for licenses to use the App shall be as set out on Elevate or our other websites or platforms, as updated from time to time. Where license(s) to use the App are integrated into the purchase of another product offered by The Myers-Briggs Company, the price shown for the product shall include the price for the license to use the App.
3.2 Fees. Customer shall pay all fees, charges, taxes, and other sums owed in relation to a Purchase. All sales of the App are considered final and Customer’s payment for sums owed under these Terms of Business shall be non-refundable and the parties may not cancel any Purchase unless they mutually agree in writing. Where license(s) to use the App are integrated into the purchase of another product offered by The Myers-Briggs Company, and that product is returned, any value attributed to the license(s) to use the App shall be non-refundable.
3.3 Payment Terms. Customer shall pay the amount stated in relation to a Purchase at the time of Purchase or, if applicable, where an invoice is issued, within thirty (30) days of the issuance date of our invoice related to that Purchase. Customer shall maintain complete and accurate billing and contact information.
3.4 Taxes. Customer shall be responsible for and shall pay all applicable Taxes. For purposes of this Section, Taxes do not include any taxes that are imposed on or measured by the net income of The Myers-Briggs Company. If the Customer is exempt from any such Taxes for any reason, we will exempt Customer from such Taxes on a going-forward basis once Customer delivers a duly-executed, signed and dated, valid exemption certificate to our tax department and our tax department has approved such exemption certificate. Customer shall keep such exemption certificate current; once expired, we will resume charging Taxes. If for any reason a taxing jurisdiction determines that Customer is not exempt from such Taxes and assesses The Myers-Briggs Company for such Taxes, Customer agrees to pay such Taxes, plus any applicable interest or penalties. Please send such exemption certificates directly to:
The Myers-Briggs Company - Tax Department
185 N Wolfe Rd
Sunnyvale, CA 94086
3.5 Currency. Unless otherwise stated in The Myers-Briggs Company’s written sales materials relating to the App, and/or as stated on Elevate, payments made to The Myers-Briggs Company pursuant to these Terms of Business are to be made in United States of America Dollars (USD) or such other currency as may be available for payment at the time of purchase, as stated on Elevate.
4. Data Protection and Privacy
4.4 Consent of Third Parties. Customer understands and acknowledges that it is a User's duty to ensure that it has the consent of any third party whose Personal Data the User adds to the App. Users should not enter any Personal Data of third parties without that party’s consent. Customer’s attention is drawn to Section 2.5 of these Terms of Business.
4.5 Use of Data for Research Purposes. At all times, whilst a Customer account and User accounts remain active and thereafter, we reserve the right to collect and thereafter retain all Data generated via the App (including any collected through surveys conducted via or as a result of the App). Any Data retained after accounts are no longer active will be retained in non-personally identifiable form for our research and development purposes.
5. Intellectual Property
5.1 Intellectual Property Rights. All content presented in the App is protected by applicable copyright, database rights, and other intellectual property rights that belong to, or are licensed to, The Myers-Briggs Company. The Myers-Briggs Company reserves all rights in its intellectual property, including the content and design of the App.
5.2 No implied license to the content within the App. Neither Customers nor Users acquire any rights or ownership of copyright or other intellectual property rights or proprietary interest in the same or in any copies thereof. Reproduction of any content, in whole or in part, in any form or media, by any process, is strictly prohibited except: (i) where expressly permitted by law; or (ii) where such reproduction is for the purposes of using the App in accordance with these Terms of Business. Neither Customers nor Users may republish, disseminate or transmit any material or content presented in the App, nor exploit such material or content for commercial purposes, nor make any derivative work, nor copy it for any other purpose without first obtaining our written permission.
5.3 Use of Content within the App. Notwithstanding the above, if the App provides functionality that allows Users to print and download certain materials, then Users may print and download those materials from the App without additional charge, provided:
- the material printed is for User’s personal use or for use within the ordinary course of employment, including in work-related training and development;
- the material is reproduced accurately;
- the material is not used in a misleading or disparaging context; and
- Users identify the source of the material and acknowledge the work’s status as a work copyrighted by The Myers-Briggs Company.
5.4 Restrictions on use of the App. Neither Customers nor Users may sell, resell, rent, or lease access to the App or any content contained within the App. Neither Customers nor Users shall reverse-engineer the App or any content made available within the App. Neither Customers nor Users shall access the App in order to build a competitive product or service or to copy any features, functions, scoring, or content of the App.
5.5 Trademarks. Many of The Myers-Briggs Company's brand names mentioned in the App are registered trademarks belonging to us or our licensors; a full list of these is available in our Copyright and Trademarks statement available on the App. Neither Customer nor Users may remove or obscure any copyright notices, trademark notices, logos or other notices contained in or on content on the App. Neither you nor any User shall make use of any our trademarks in any domain names.
6. Consequences of Misuse of the App
6.1 The Myers-Briggs Company has the right, but not the obligation, to monitor and moderate content added to the App and we are authorized by you in our absolute discretion, and without notice, to remove, disable access to, or amend, edit or delete any contribution which we deem, in our absolute discretion, to be in breach of our Acceptable Use Policy, available on the App, or that we otherwise deem inappropriate, and to remove, block or modify use of and access to the App by you and/or Users for any reason we deem, in our absolute discretion, constitutes non-compliance or a violation of our policies, whether stated, implied or otherwise.
7. Term, Termination & Modification
7.1 Term. These Terms of Business shall be in effect from the time you purchase license(s) to the App and for the duration of use of the App by any Users.
7.4 Consequences of Termination. If your license and/or access to the App is terminated by us or you or expires for any reason (including, without limitation, by deletion), then:
(i) you and Users will immediately lose all access to any Information or content held within the App, including any Personal Data that was previously held on the App;
(ii) you and Users undertake to immediately stop making use of our intellectual property and content within the App and these are no longer available to you or Users;
(iii) you (or any User) will not receive any refund in relation to any unexpired term of the license to the App;
(iv) in the event that we withdraw the App from the market for new users, Users may continue to have access to content and Information previously held within it but use of the App may be terminated; and
(v) in the event that we withdraw the App from the market and terminate use of and access to the App for any and all Users, Users may lose access to all Personal Data and other Information contained therein. In such event, Section 4.2 shall apply.
7.5 Modification of these Terms of Business. We may terminate or modify these Terms of Business for any reason by providing you with written notice. Should we terminate or modify these Terms of Business in this way, you will not be relieved of your obligations to pay for sums already owed to us.
8. No express or implied warranty
THE APP IS PROVIDED “AS-IS.” THE MYERS-BRIGGS COMPANY MAKES NO REPRESENTATION OR WARRANTY REGARDING THE APP OR ANY CONTENT THEREIN, INCLUDING ANY REPRESENTATION THAT THE APP WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, THE MYERS-BRIGGS COMPANY DISCLAIMS ANY IMPLIED OR STATUTORY WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.
9.1 Limitation of Liability. SUBJECT TO SECTION 9.2, YOU UNDERSTAND AND AGREE THAT THE MYERS-BRIGGS COMPANY’S LIABILITY TO YOU, REGARDLESS OF LEGAL THEORY, SHALL BE LIMITED TO DIRECT DAMAGES AND IN NO EVENT SHALL THE MYERS-BRIGGS COMPANY'S LIABILITY TO YOU OR TO USERS, WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED IN AGGREGATE THE TOTAL AMOUNT PAID BY YOU IN RELATION TO YOUR LICENSE TO THE APP AND ACCESS FOR USERS TO USE THE APP. IN NO EVENT SHALL THE MYERS-BRIGGS COMPANY HAVE ANY LIABILITY TO YOU OR USERS FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT THE MYERS-BRIGGS COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 Strict Liability. Nothing in these Terms of Business will exclude or limit our liability for death or personal injury caused by our negligence, or for any fraud on our part, or for any liability that cannot be excluded by law.
9.3 Availability of the App. We do not warrant or represent that the App will operate without interruption, and we have no liability for the inability of anyone to access the App or the content within the App or functionality that forms part of the App. We reserve the right to carry out maintenance and development on the App, which may cause interruption to it.
9.4 Remedies. Except as expressly set out in these Terms of Business, we exclude to the fullest extent permitted by law all warranties, representations, terms, conditions and undertakings, whether implied by statute, common law, custom, trade usage, course of dealing or otherwise. Our remedies provided herein are in addition to, and not exclusive of, any other remedies we may have at law or in equity.
10. General Provisions
10.2 Governing Law. The Terms of Business are governed by the laws of the applicable entity of The Myers-Briggs Company from whom the Customer purchased the license(s) to use the App. The place of performance of the contract will be the country of incorporation of that entity.
10.3 No Waiver. If we fail to enforce, or delay enforcement of, any provisions of the Terms of Business, it will not be considered a waiver of our rights to do so. If any provision of the Terms of Business is held by a court of competent jurisdiction to be contrary to law, that provision shall be severed from the Terms of Business, and the remaining provisions of the Terms shall remain in effect. Any provisions of the Terms of Business that by their nature would survive shall survive any termination or expiration of the Terms of Business and/or termination or expiration of your license(s) to use the App and a User’s registration and access to the App.
10.4 Severability. If any provision of these Terms of Business is held by a court of competent jurisdiction to be contrary to law, then that provision shall be severed from these Terms of Business, and the remaining provisions shall remain in effect.
10.5 Assignment. You may not assign any of your rights or obligations under the Terms of Business, whether by operation of law or otherwise, without the prior written consent of The Myers-Briggs Company.
10.6 Notices. Notices to us shall be in writing and addressed for the attention of our General Counsel. All notices to you shall be addressed to the most recent contact information associated with your registration.
10.7 Survival. Any provisions which by their nature would survive the termination or expiration of these Terms of Business shall survive any termination or expiration of these Terms of Business.
10.8 Assistance. If you wish to raise a query regarding the App or require assistance in relation to our products and services, please contact your local representative or your local Customer Support team below. If you have a data protection query or complaint, please contact firstname.lastname@example.org if you are in the US or otherwise outside the UK or European Union, and email@example.com if you are within the UK or the European Union.
The Myers-Briggs Company