Updated January 30, 2017
1. The Site . This Site provides a service whereby Challengers may post Mindsumo Challenges to source ideas or use MindSumo’s database to identify and recruit potential job candidates from among the pool of MindSumo Solvers. Challengers may be commercial enterprises, not-for-profit organizations, local, state, or federal governments (including agencies of the United States government), or other entities. By using this Site, you acknowledge that MindSumo does not control in any manner the nature, quality, legality or timing of MindSumo Challenges. You agree that MindSumo is a neutral forum for MindSumo Challenges to be posted, and Solutions to be submitted.
MindSumo will use reasonable efforts to keep postings related to the results of Solutions and Challenge Rewards paid as current as possible. However, we do not guarantee that the postings or content on this Site will be current at all times.
2. Eligibility . The Site is not available for use by minors (those under 18 years of age, or otherwise under applicable law), or individuals or organizations who cannot form legally binding contracts under applicable law. If you do not qualify, please do not use the Site. If you reside in a country that is prohibited by law, regulation, treaty or administrative act from entering into trade relations with the United States or its citizens, you may not use this Site.
3. Solver Registration . To be eligible to solve MindSumo Challenges (as further described below) and access information on the Site, you must register as a Solver and agree to the Terms and Conditions set forth in this document, as well as any additional terms and conditions stipulated by individual Challengers. You will receive an initial verification email to ensure you are using a legitimate email account, and you will receive subsequent emails from MindSumo in regards to your participation on the site. You may at any time unsubscribe from these emails by clicking on the unsubscribe link in any of the emails we send, or by editing your notifications preferences on your settings page. You may cancel your registration at any time by contacting firstname.lastname@example.org. As part of the registration process, you will be asked to select a password and a login name. You agree that your registration information at all times correctly represents your professional affiliation, experience, qualifications and ability to transact business. You may not use a login name of another Solver or user. You may not disclose or share your password to any third parties or use your password for any unauthorized purposes. You agree to notify MindSumo at email@example.com of any unauthorized use of your account or breach of security, including loss, theft, or unauthorized disclosure of your password or login information. Remember, you are responsible for maintaining the confidentiality of your password(s).
4. Challenger Registration. To be eligible to post Challenges and access information on the Site, you must register as a Challenger and agree to the Terms and Conditions set forth in this document, as well as any additional terms and conditions stipulated by MindSumo Inc. As part of the registration process, you will be asked to select a password and a login name. You agree that your registration information at all times correctly represents your professional affiliation, experience, qualifications and ability to transact business. You may not use a login name of another Challenger. Additionally, by creating a contest, you grant MindSumo a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicenseable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your MindSumo Challenge Brief. You also agree to pick a Winning Solution for the Challenge and agree that MindSumo will pay a Reward to the Solver who submits the Winning Solution from the fees you pay for the Challenge.
5. . Others’ Information. MindSumo does not guarantee the accuracy of the Site or ownership of any information in a MindSumo Challenge Brief or the availability of any Challenge Reward, unless otherwise stated in a MindSumo Challenge Brief. While MindSumo believes such information to be posted in good faith, MindSumo does not control the information provided by others that is made available through the Site. Other user’s information may be inaccurate. You agree to look solely to the Challenger for any claims you may have regarding their information. If you (the Solver) have a dispute with another user of the services (whether a Solver, Challenger or otherwise), you hereby release MindSumo from all claims of any kind arising out of such dispute. If you are a California resident, you waive California Civil Code, Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
Additionally, Solvers represent and warrant that Your Content will be accurate and will not (a) infringe any third party’s copyright, trademark, patent or other proprietary rights or rights of publicity or privacy, (b) violate any law (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising), or (c) be libelous, unlawfully threatening, or unlawfully harassing. All solvers may be asked to make legally binding warranties and representations to MindSumo and the Challenger in relation to a Solution that you submit.
You understand that the operation of the Site, including Your Content, may be unencrypted and involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to our third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Site. Although we strives to keep Your Content secure, given the nature of the Internet, we cannot guarantee that we will be successful in doing so. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of Your Content. We will have no liability to you for any unauthorized access or use of any of Your Content, or any corruption, deletion, destruction or loss of any of Your Content.
7. Conveyance of Ownership of Intellectual Property . If you submit a Solution in response to a MindSumo Challenge Brief, you agree that you are the owner of the submitted Solution and that you are legally free to make the disclosure and to convey the intellectual property rights being offered to the Challenger. You also agree that your Solution is subject to the additional terms and conditions in any applicable Solver agreement or Challenge-Specific Provision. By submitting a Solution, all Solvers agree to grant and hereby grant to the Challenger the intellectual property rights contained within their Solutions, regardless of whether any such Solution is a Winning Solution, and understand their Solutions may be used by the Challenger as they see fit. All Challengers agree that at least one Winning Solution will be chosen for each Challenge Brief, with an accompanying Challenge Reward paid by MindSumo to the Solver who provided the Winning Solution.
8. Payment of Rewards . Payment of Challenge Rewards will be handled in accordance with the terms set forth in the MindSumo Challenge Brief and/or its applicable Solver agreement or Challenge-Specific Provision. The conditions for qualifying for a particular Challenge Reward shall be as set forth on the Site in connection with that particular MindSumo Challenge Brief and may include a list of excluded Solutions. The decision as to qualifying criteria and conditions and whether to accept a Solution is entirely within the discretion of the Challenger. For Challenge Rewards and all other Rewards, MindSumo reserves the right to refuse payment and/or delivery at its own discretion.
Payment of any Challenge Reward is conditioned your cooperation with MindSumo’s verification procedures. The Challenge Reward will be paid to you locally, in U.S. Dollars, or if required by your local law, in your local currency equivalent based on the foreign exchange rate in effect on the date of the disbursement by MindSumo. MindSumo is not responsible for payment of any Challenge Reward, or any part of any Challenge Reward, to any party other than to the Solver through whom the Solution was submitted on MindSumo. You understand that any Challenge Reward represents a complete payment, net of any local taxes that MindSumo may be required to withhold, and that you are not entitled to any other compensation of any kind. If local law does not require withholding of taxes, all taxes on Rewards shall be your sole responsibility.
9. Site Limited License. (a) MindSumo shall retain all ownership in the Site and all content generated by it that is displayed on the Site. MindSumo grants you a nonexclusive, revocable right to use the Site provided that you do not (i) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, or (ii) modify or attempt to modify the Site in any manner or form except that you have the right to modify your self-generated content on the Site. The license granted to you by MindSumo is a limited license to access and make personal use of this Site and not to download (other than page caching) or modify it, or any portion of it, except with express written consent of MindSumo. This Site or any portion of this Site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of MindSumo. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including Challenge descriptions, images, text, page layout, or form) of MindSumo without express written consent. You may not use any meta tags or any other "hidden text" utilizing MindSumo’s name or trademarks without the express written consent of MindSumo. Any unauthorized use terminates the permission or license granted by MindSumo. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the home page of MindSumo.com so long as the link does not portray MindSumo, or its products or services in a false, misleading, derogatory, or otherwise offensive matter. You may not use any MindSumo logo or other proprietary graphic or trademark as part of the link without express written permission
10. Compliance with Rules . You agree not to use any device, software or routine to interfere with the proper working of the Site or which is intended to damage, interfere with, surreptitiously intercept or expropriate any system, data or personal information. You agree not to take any action (including without limitation, spamming) that imposes an unreasonable load on our infrastructure. You agree not to take any actions which may undermine the integrity of our system or the services, such as: leaving feedback or ratings for yourself; using the Site in violation of local, state, national or international law; uploading of files or content that contain material that violates the intellectual property rights of any third party. You are solely responsible for compliance with all applicable laws and regulations regarding your use of the Site and the transfer of the technologies or information with which you are involved, including without limitation, import/export requirements, and MindSumo expressly disclaims any liability or responsibility thereto. You will comply with any codes of conduct, policies or other notices we provide you or publish on the Site, and you shall promptly notify us if you learn of a security breach related to the Site or our services.
EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS". NEITHER MINDSUMO NOR CHALLENGER MAKE ANY WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING NO WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, RESPECTING THE SERVICES.
Limitation of Liability and Disclaimer
. MindSumo has no control over, and is not responsible for the acts or omissions of Challengers, or the quality or legality of the Solutions sought thereby. MindSumo does not warrant or guarantee the accuracy or completeness of any MindSumo Challenge Brief, nor endorse any Challenger.
MINDSUMO SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES, CLAIMS, EXPENSES OR OTHER COSTS (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES) YOU SUFFER OR INCUR AS A RESULT OF THIRD PARTY CLAIMS RELATING TO YOUR USE OF THE SERVICES. UNDER NO CIRCUMSTANCES WILL MINDSUMO OR A CHALLENGER BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) OR FOR ANY DAMAGES IN EXCESS OF $100 REGARDLESS OF THE CAUSE. You agree that you will be responsible for, and at the request of MindSumo or Challenger, defend MindSumo and/or Challenger from, third party claims arising out of information you provide to MindSumo or Challenger for publication, any breach by you of this agreement.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this Site or Mindsumo’s services must be filed within one (1) year after such claim or cause of action accrues, or be forever barred.
13. Harmful Substances . PLEASE NOTE THAT UNDERTAKING WORK RELATED TO MINDSUMO CHALLENGE STATEMENTS POSTED ON THE SERVICE MAY REQUIRE THE USE OR SYNTHESIS OF BIOLOGICS OR CHEMICALS THAT COULD BE BACTERIALLY MUTAGENIC, TOXIC, CARCINOGENIC OR OTHERWISE HARMFUL TO YOU AND ANYONE ELSE THAT IS EXPOSED TO THEM, AND YOU UNDERTAKE THE CREATION OF SUCH PROPOSED SOLUTIONS AT YOUR OWN RISK.
14. Other Contracts, Confidentiality . You agree that you will not disclose to MindSumo or its affiliates, or to any Challenger, any information which you are under an existing contractual or other legal obligation to maintain in confidence or otherwise do not have the right to sell or license. You agree that you will not discuss or release any Confidential Information which belongs to you, other parties, or the Challenger related to any MindSumo Challenge.
15. Third-Party Web Site Links . The Site may contain links to Web sites operated by parties other than MindSumo. Such links are provided for reference only and MindSumo does not control such Web sites and is not responsible for their contents. MindSumo's inclusion of links to such Web sites does not imply any endorsement of the material on such Web sites or any association with their operators.
16. No Third Party Reliance . You agree that you will not present to third parties any content or material in a manner that could be construed as conveying sponsorship, endorsement, option, or representation or warranty of MindSumo. This agreement shall have no third party beneficiaries, other than certain Challengers in accordance with the terms of the applicable Solver Agreement or Challenge-Specific Agreement.
17. Copyright. All content included on this Site, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of MindSumo or its Challengers and protected by United States and international copyright laws. The compilation of all content on this site is the exclusive property of MindSumo or its Challengers and protected by U.S. and international copyright laws. All software used on this site is the property of MindSumo or its software suppliers and protected by United States and international copyright laws.
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any content made available in connection with the Site infringes your copyright, you (or your agent) may send us a notice requesting that the content be removed, or access to it blocked. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA (see http://www.loc.gov/copyright for details). Notices and counter notices should be sent to us at:
785 Market St. #1300
San Francisco, CA 94103
By Email: firstname.lastname@example.org
18. Termination . You are responsible for properly terminating your account. We reserve the right to (i) modify or discontinue, temporarily or permanently, the Site or our services (or any part thereof) and (ii) refuse any and all current and future use of the Site or our services (or any part thereof), suspend or terminate your account (any part thereof) or use of the Site or our services (or any part thereof) and remove and discard any of Your Content in the Site or our services (or any part thereof), for any reason, including if we believe that you have violated these terms and conditions. We shall not be liable to you or any third party for any modification, suspension or discontinuation of the Site or our services (or any part thereof). All of Your Content on the Service may be permanently deleted by us upon any termination of your account in its sole discretion.
19. Indemnification . You shall defend, indemnify, and hold harmless MindSumo, Challenger, and their respective affiliates from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of these terms and conditions, any of Your Content that is uploaded, posted or otherwise transmitted to the Site using your account, or your other access, contribution to, use or misuse of the Site or any of our services. We shall provide notice to you of any such claim, suit or demand. We reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
20. Miscellaneous . This Agreement shall be interpreted in accordance with the laws of the state of California, United States of America (excluding any rules governing choice of laws) and any legal proceeding arising out of this Agreement will occur in the state of California, County of Santa Clara. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto. This Agreement (and the policies referenced herein and incorporated by reference) constitutes the entire agreement between MindSumo and you with respect to the subject matter hereof, and you have not relied upon any promises or representations by MindSumo with respect to the subject matter except as set forth herein. You shall not assign this Agreement or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law.