Terms of Service

Welcome to HypherData

These Terms of Service (this “Agreement” or “Terms”) is an agreement between you (“you”) and ScientiCore s.r.o., ID Number: 53495721, with registered seat at Pekárska 160/14 917 01 Trnava (“HypherData”, “we,” or “us”) and our affiliates. HypherData is a data matchmaking platform for users to sell, buy, and trade research and development (R&D) data and insights, (collectively “Users”). You must read, agree to, acknowledge, and accept all of the terms and conditions contained in this Agreement in order to use our website and all affiliated websites, including mobile websites, owned and operated by us, our predecessors or successors in interest, or our affiliates (collectively, the “Website”), our online matchmaking platform (the “Platform”), and all services, applications, software, features and products that are accessible through our Website that link to or reference this Agreement (collectively, the “Services”) whether provided by us or our affiliates. The materials contained in our Services are protected by applicable copyright and trademark law. Your use of the Services is subject to the terms of this Agreement, which may be updated from time to time.

By using HypherData you agree to these Terms and to the other policies we post. Please read them carefully and let us know if you have any questions. For information about our data practices, please see our Privacy Policy [link to Privacy Policy].

 

HypherData Account

When you create an account, you must provide us with accurate information, in good faith, and you agree to keep your information updated if it changes.

To create an account, you must be at least 18 years old.

You are responsible for anything that occurs when anyone is signed into your account, as well as the security of the account. Please contact us immediately if you believe your account is compromised.

 

Opening an Organization Profile

An Organization Profile is for organization or department wise operations and is dedicated to promoting the data products and services for the organization or departments. When opening an Organisation Profile, the organization must follow the details in this section of the Terms.

To open an Organisation Profile, a person will need to create an account. When creating an Organisation Profile account, it is required to provide a professional email address, interests for creating an account, communication preferences and your organisation.

Organisation Profiles are also required to complete their profiles to access the Platform, manually providing their professional information and experience.

 

Using our platform

The HypherData matchmaking platform (the ‘Platform’), allows the offering, requesting, selling and buying of R&D data from one User to another. The User who owns and uploads the data to the Platform can set the price(range) and license conditions.

To offer or sell data, a User needs to create a label for each data they own (a “Data Label offer”) on the Platform. A User must create a Data Label inside the Platform by providing the type of Data Label they want to create, providing the required information and publishing the Data Label. The User creating the Data Label must own the intellectual property of the data advertised in the Data Label. When the Data Label is published, it will be visible to HypherData and appear in the User’s own dashboard in the Platform.

To request or buy data, a User needs to create a label for each data they own (a “Data Label request”) on the Platform. A User must create a Data Label inside the Platform by providing the type of Data Label they want to create, providing the required information and publishing the Data Label. When the Data Label is published, it will be visible to HypherData and appear in the User’s own dashboard in the Platform.

User’s Data Labels will vary and HypherData has limited control over the quality and specific offerings. HypherData will attempt to screen for fraudulent User pages, but cannot guarantee the identity of Users or the validity of any claims they make. We appreciate your help reporting suspicious Users pages so we can keep HypherData safe.

 

Payment and Pay-out Fees

For each data purchase, the User will be charged a 9,9% commission fee by HypherData (“HypherData Fee”). The HypherData Fee includes a Platform Fee any service provider fees, such as the payment processor payment fee. The Platform Fee is designed to cover file storage and our development to keep developing and improving the HypherData Platform for its users.

 

Tax

We collect tax identification information and report this to tax authorities if we are legally required to do so. You are responsible for reporting any income or withholding taxes which may be due as a result of payments received.

We are responsible for a number of transactional taxes in different jurisdictions. These include but are not limited to VAT on payments for electronically supplied services to Users.

In jurisdictions where HypherData is required to collect transaction tax from Users, payments processed from Users will reflect the amount paid plus the applicable tax, which will be shown to Users when they make the payment. Applicable tax will not be taken from a payment, but rather will be charged in addition to the payment. Once settled, the tax amount will be automatically deducted for remittance to the applicable taxing authority.

As a User on our site, it is your responsibility to determine what, if any, taxes apply to the payments you receive through your use of the Services. It is solely your responsibility to assess, collect, report or remit the correct tax, if any, to the appropriate tax authority.

 

Payment and Pay-out Fees

Restrictions

– Not use the Services for any purpose outlined in 9.2.

– Pay for another’s User data, before it has been sent.

– Send data to another User, after it has been agreed and paid for.

Our Services are not to be used for:

– Content which is illegal, or illegal to disseminate in any way.

– Not post false, misleading, deceptive, defamatory or libelous content.

– Content that is abusive towards other people.

– Content that uses others’ intellectual property, unless you have written permission to use it or your use is protected by fair use.

– Actions which exploit the Platform in a technical way.

– Fraudulent behaviour, including, but not limited to, impersonating someone else for the purposes of data fishing.

In jurisdictions where HypherData is required to collect transaction tax from Users, payments processed from Users will reflect the amount paid plus the applicable tax, which will be shown to Users when they make the payment. Applicable tax will not be taken from a payment, but rather will be charged in addition to the payment. Once settled, the tax amount will be automatically deducted for remittance to the applicable taxing authority.

As a User on our site, it is your responsibility to determine what, if any, taxes apply to the payments you receive through your use of the Services. It is solely your responsibility to assess, collect, report or remit the correct tax, if any, to the appropriate tax authority.

 

Refunds

Our policy is No Refunds, though we will allow for some exceptions where platform tokens are granted in our sole discretion. This may include events when the selling User does not send the data to the buying User or the data described does not match the delivered data.

 

HypherData’s role

We proactively look at the usage of HypherData to make sure all Users follow these Terms. We also investigate reports of potential violations. These investigations may take a while to resolve and may include looking at what is supported by funds received through HypherData.

In most situations, we will work with Users to resolve any potential violations and allow the User to continue using HypherData.

HypherData reserves the right to restrict or remove a User from the Platform, including if they violate our Platform policies as outlined in the ‘Restrictions’ section of these Terms. If a User violates these Terms, HypherData may prohibit the User from using the full Platform. HypherData also reserves the right to terminate User accounts if there is an independent basis.

Please let us know if you see any actual or potential violations of these Terms.

We are constantly testing out new features with the goal of making HypherData better. We may add or remove features, and often test features with a random subset of our community. If we believe a feature is significantly different from these Terms, then we explain those differences in the test.

With your permission, we may give other websites or services the ability to verify information about your HypherData account or perform actions on your behalf. This permission is asked for when you connect your HypherData account to these other websites or services. You can learn more in our Privacy Policy.

 

Deleting an Account

You can permanently delete your account by accessing your profile settings in the Platform.

We can terminate or suspend your account at any time at our discretion.

These Terms remain in effect even if you no longer have an account.

 

Third-party apps

You may grant HypherData access to your third-party accounts, such as LinkedIn, in order to create your account and for other HypherData features to operate. Each time you connect your third-party account, that third-party account will present a page that describes the information that HypherData can access.

At any time, you can revoke HypherData’s access to those accounts using the respective third party’s security settings page.

 

Indemnity

To the extent permitted by law, you will indemnify us from all losses and liabilities, including legal fees, that arise from these Terms or relate to your use of HypherData. We reserve the right to exclusive control over the defence of a claim covered by this clause. If we use this right then you will help us in our defence.

Your obligation to indemnify under this clause also applies to our subsidiaries, affiliates, officers, directors, employees, agents and third-party service providers.

 

Warranty disclaimer

HypherData is provided “as is” and without warranty of any kind. Any warranty of merchantability, fitness for a particular purpose, non-infringement, and any other warranty is excluded to the greatest extent permitted by law.

The disclaimers of warranty under this clause also apply to our subsidiaries, affiliates and third-party service providers.

You acknowledge and agree that HypherData shall not be responsible for any loss of data uploaded on the Platform. We strongly recommend you to regularly back up the data that you do not want to lose.

 

Limitation of liability

To the extent permitted by law, we are not liable to you for any incidental, direct, indirect, consequential or punitive damages arising out of these Terms, or your use or attempted use of the Services. To the extent permitted by law, our liability for damages is limited to the amount of money we have earned through your use of HypherData. We are specifically not liable for loss associated with illegitimate data and for losses caused by conflicting contractual agreements.

For this clause 16. “we” and “our” is defined to include our subsidiaries, affiliates, officers, directors, employees, agents and third-party service providers.

 

Dispute resolution and Governing law

We encourage you to contact us if you have an issue. If a dispute does arise out of these Terms or related to your use of HypherData, and it cannot be resolved after you talk with us, then it must be resolved by competent courts.

These Terms shall be governed by and construed in accordance with the laws of the Netherlands. These Terms will not limit any consumer protection rights that you may be entitled to under the mandatory laws of your country of residence.

All disputes arising from these Terms shall be the exclusive jurisdiction of the competent courts of the Netherlands.

 

Miscellaneous

These Terms and any referenced policies are the entire agreement between you and us, and supersede all prior agreements. If any provision of these Terms is held to be unenforceable, then that provision is modified to the extent necessary to be enforceable. If a provision cannot be modified, it is severed from these Terms, and all other provisions remain in force. If either party fails to enforce a right provided by these Terms, it does not waive the party’s ability to enforce any rights in the future.

We may sometimes make changes to these Terms and other policies. If we make material changes that adversely affect your rights, then we will let you know before the changes come into effect. Continuing to use HypherData after a change means you accept the new terms or policies.

If you have any questions or concerns regarding these Terms or other policies, please contact us.