GORILLA TERMS AND CONDITIONS
We are Cauldron Science Ltd, a company registered in England and Wales (company number 07071678) with our registered office located at 2 Old Bath Road, Newbury, Berks, RG14 1QL and our business address at St John's Innovation Centre, Cowley Road, Cambridge, CB4 0WS, United Kingdom.
You can contact us by email at email@example.com.
We provide subscribers with access to our web-based tool (located at www.gorilla.sc and www.research.sc) that helps you plan, design and carry out on-line psychology experiments for research purposes as more fully described on our website ('Gorilla'). We also give them access to the User Content of other subscribers by way of our 'Gorilla Open Materials' service.
These terms and conditions and the terms referred to in them together with any signed Master Services Agreement that we have provided to you and no other terms and conditions (whether referred to by you in correspondence or otherwise) comprise the agreement between us ('Agreement'). If there is a conflict between these terms and conditions and a signed Master Services Agreement, then the latter shall prevail.
In these terms and conditions we refer to Cauldron Science Limited as 'we' or 'us' and we refer to the person, company, organisation or institution subscribing to use Gorilla as 'you'.
Please read these terms and conditions carefully. By continuing to use Gorilla, you agree to these terms and conditions. If you do not agree to these terms and conditions then you must not use Gorilla.
If you are entering this Agreement on behalf of a person, company, organisation or institution, then you must ensure you have all required permission and authority to do so. If you do not have such permission or authority, you must not use Gorilla.
You may only use Gorilla once you have completed registration and account set up.
You must ensure the information you provide to us at registration is accurate and that you promptly update us if it changes. If you do not provide accurate information, then you may be liable to pay additional Charges to us or we may terminate your use of Gorilla.
Once you have completed registration and paid the applicable charges, we will provide you with a user account(s) and password(s). You must keep all account password(s) secure. If you purchase an account with multiple users then you are responsible for ensuring that all users keep the account password(s) secure and otherwise comply with these terms and conditions.
If you lose your password or you think someone else may know your password, you must let us know immediately and we will issue a new password. We are not responsible for any loss or damage caused by anyone else who uses your Gorilla account using your password.
Once you have paid the relevant charges, we grant you a non-exclusive right to access and use Gorilla to plan, design and carry out on-line psychology experiments for research purposes only. You may not use Gorilla for any other purpose, including but not limited to commercial use (unless you have paid the applicable commercial use charges), and if you do so then we may terminate your subscription to Gorilla.
You can use your user account to invite your selected participants to take part in experiments ('Participants'). You are responsible for ensuring your Participants access and use Gorilla in a way which is consistent with these terms and conditions and we will be entitled to suspend or terminate your subscription if you fail to do so.
You may register to use Gorilla without charge for a trial period with limited functionality ('Trial Account'). If your Trial Account remains dormant for a period of 6 months or longer then we may securely delete your Trial Account and User Content and it will no longer be available to you.
We will provide you, either on our website or separately, with details of all costs and charges payable (usually by way of purchasing 'usage tokens') by you for accessing and using Gorilla. Our charges are payable in advance when we deliver usage tokens to you. Charges are exclusive of VAT (or any other similar tax or charge) which shall be payable by you in addition at the prevailing rate.
Your subscription to Gorilla will begin when you complete our registration process and will continue whilst you apply usage tokens. If you choose not to use your usage tokens you will not be entitled to a refund of any charges you have paid.
We own or have the right to use all intellectual property rights (including, without limitation, copyright, database rights, design rights, patents, trademarks and logos) in and to Gorilla, our website and the material, documents, information and services that we provide to you ('Cauldron IP').
You retain all rights in and to the User Content and (subject to the rights you grant to us in relation to Open Materials below) we are permitted to use the User Content only in order to provide Gorilla and its services to you. We will keep User Content confidential except to the extent that it is necessary to publish it in order to provide our services to you, for example where your study involves public participation.
Once the Agreement expires or earlier terminates, your rights to use the Cauldron IP shall come to an end.
Where you opt to use our Gorilla Open Materials service to publish your User Content (excluding data) the provisions of this clause 9 will apply.
You are able to set user permissions in respect of your User Content and each subscriber will be entitled to use your User Content only in accordance with either the Creative Commons licence selected by you from Attribution or Attribution Non-Commercial, or the Gorilla Academic Research Licence.
You agree to protect us against any claim that your User Content infringes the intellectual property rights of any third party (whether by failure to include a citation or otherwise); and/or that it has caused loss to any third party whether as a result of use by that third party or otherwise.
You agree that when using our web-based tool you are acting as a 'controller' and we as 'processor' (as both terms are defined in the Data Protection Act 2018 (DPA) and the General Data Protection Regulation) in relation to any personal data uploaded onto Gorilla and that the provisions of Appendix 1 to the Agreement (DPA Appendix) shall apply to the processing of such personal data.
Further, where you are based outside the United Kingdom, we both agree that the standard contractual clauses (SCCs) in the EU Commission's decision 2010/87/EC at https://eur-lex.europa.eu/legal-content/en/TXT/?uri=CELEX%3A32010D0087 shall form part of this agreement between us and that the personal data subject to this agreement (and to which Chapter V of the General Data Protection Regulation ((EU) 2016/679) applies) will be transferred in accordance with the SCCs exclusive of any optional clauses as of that date. To give full effect to the SCCs, we each agree to complete the appendices to the SCCs promptly. If there is any conflict between this agreement and the SCCs the terms of the SCCs shall apply.
You also agree that we offer self-service products via an Application Service Provider model delivered via the Internet and using standard web browser software and that it is you who determines what data to collect, from whom and where, for what purpose, and for how long. As a result, we do not, and cannot, classify or represent any Participant data. All data are processed electronically on your instructions as required to meet our obligations to you. As you have full control over your data, you may have special obligations to protect the data outside the scope of the protection we provide (for example, if data were downloaded to your local drive or printed). However, we are clear that we safeguard all Participant data in accordance with industry best standards, regardless of what that data represents.
You are responsible for ensuring that you have all necessary consents and permissions from Participants required for us to process and use their personal data in accordance with these terms and conditions. In addition, whilst we provide technology that enables our customers to be GDPR- and DPA-compliant, you should seek your own legal advice as to how to comply with GDPR and the DPA.
You are solely responsible for ensuring that you and your Participants comply with all laws, regulations, guidelines, and codes of practice relating to your use and access of Gorilla and Gorilla Open Materials and the services we provide and for complying with any relevant requirements of your company, organisation and/or institution.
If you or your company, organisation or institution have in place or are otherwise subject to any code of ethics, regulatory guidelines or any other codes or practices then you are solely responsible for ensuring that your use of Gorilla and Gorilla Open Materials is fully compliant with any such requirements.
You agree not to do anything that interferes with or compromises the proper working of Gorilla or places an unreasonable load on our systems or infrastructure. We do not place any limits on the volume of data that you can upload onto Gorilla provided that you do not upload volumes that we (at our sole discretion) consider unreasonable. We will notify you if we consider the volumes of data you have uploaded to be unreasonable and we will give you the option to reduce your data volumes or pay extra for our reasonable data storage costs. If you do not comply with one of the options we provide to you within the period we specify then we may terminate your subscription to Gorilla and refund any pre-paid, unused charges.
You may only use Gorilla for lawful purposes. You may not use Gorilla:
You also agree not to access without authority, interfere with, damage or disrupt any part of Gorilla.
You can upload or input your own information, data, materials and content, as well as responses from your third party participants (together 'User Content') onto Gorilla in accordance with these terms and conditions.
You are solely responsible for the User Content and for ensuring that you have all rights and permissions necessary to use and upload the User Content and that the User Content complies with all applicable law and is not obscene, defamatory, pornographic, inflammatory, offensive, discriminatory, promoting of any illegal activity, threatening or abusive. If the User Content contains aversive stimuli or similar material it is your responsibility to secure all necessary approvals to use such content in experiments that you conduct using Gorilla. We may without liability to you remove any User Content that does not comply with these requirements.
When carrying out consultancy services in relation to Gorilla, we shall:
However, you are solely responsible for any User Content (as if it were uploaded or inputted by you) and for implementing and testing any deliverables arising from consultancy services. Until accepted by you, any deliverables are licensed for evaluation and debugging purposes only. Once accepted, you are licensed to use the deliverables, but we accept no responsibility for any defects, either new or existing.
We warrant to you that Gorilla will provide the functionality and services described on our website and that we will endeavour to provide Gorilla and any related services we may offer with all due care and skill. All other warranties, whether express, implied or statutory, are excluded to the fullest extent permitted by law.
We do not represent or warrant that Gorilla and/or Gorilla Open Materials will be available and meet your requirements, that access will be uninterrupted, that there will be no delays, failures, errors or omissions or loss of transmitted information, that no viruses or other contaminating or destructive properties will be transmitted or that no damage will occur to your computer system. You have sole responsibility for adequate protection and back up of data and equipment and for undertaking reasonable precautions to scan for computer viruses or other destructive properties.
We make no representations or warranties regarding the compatibility or performance of any third party hardware or software that may be used in connection with Gorilla and/or Gorilla Open Materials.
The results you generate will depend on a number of factors including the User Content you uploaded, the accuracy of your experiment and the efficiency of the Participants. We make no commitment as to the quality, accuracy or completeness of the results you generate from your use of Gorilla and/or the Gorilla Open Materials.
You are entitled to close your account with us at any time and/or to delete your content published in the Gorilla Open Materials. We may terminate your subscription to Gorilla and your right to access and use Gorilla and/or the Gorilla Open Materials at any time and without notice if you do not comply with any of the terms of the Agreement including, without limitation, the provisions relating to Acceptable Use and User Content and any licence of Gorilla Open Materials.
Where we terminate the Agreement, you will not be entitled to any refund of amounts you have paid. We will also give you a reasonable opportunity to download your User Content. When this Agreement terminates or is cancelled then your right to use and access Gorilla and Gorilla Open Materials will also come to an end.
Clauses 2, 6, 8, 9, 15, 16, 19, 20 and 21 shall survive termination of expiry of the Agreement together with any other provisions which by their nature are intended to survive. Termination or expiry of the Agreement will not relieve us or you from any obligation or liability that has accrued prior to such termination or expiry.
We may change these terms and conditions at any time by updating this document. You should check this document from time to time to review these terms and conditions and you will be sent a copy of this document each time it is updated so that you can ensure you are happy with any changes. If you not accept any change we make to these terms and conditions then you are entitled to cancel your subscription to Gorilla and receive a refund of any pre-paid, unused charges.
These terms and conditions do not limit or exclude our liability (if any) to you for: personal injury or death resulting from our negligence; fraud and fraudulent misrepresentation; or for any matter for which it would be illegal for us to exclude or to attempt to limit or exclude our liability.
We are only liable to you for losses which you suffer as a result of a breach of these terms and conditions by us. We are not responsible to you for any losses which you may incur which were not a foreseeable consequence of us breaching these terms and conditions, for example if you and we could not have contemplated those losses before or when you used Gorilla and/or Gorilla Open Materials.
Our liability to you whether under tort (including negligence), breach of these terms and conditions, breach of statute or otherwise shall not in any circumstances include any business losses that you may incur, including but not limited to lost data, lost profits, lost revenue, loss of anticipated savings, and/or business interruption (and in each case whether direct or indirect).
Subject to the foregoing, our maximum aggregate liability to you shall in no event exceed 125% of the charges you have paid us in the twelve months preceding a claim.
You may not assign, transfer, charge, subcontract or deal in any other manner with all or any of your rights or obligations under the Agreement without our prior written consent.
We will not be in breach of the Agreement or liable to you to the extent that we are prevented or delayed in performing our obligations to you by any event beyond our reasonable control (including acts of God, war, riot, civil commotion, fire, flood, or storm).
The Agreement and the documents expressly incorporated into the Agreement contains the entire agreement between you and us in relation to its subject matter and supersedes any prior written or oral agreements, representations or understandings between you and us.
Any notice to be given under the Agreement must be communicated by email to the address most recently notified by the receiving party. Receipt of notice shall be deemed to occur at the time when the notice would in the ordinary course be delivered or transmitted.
If any part of the Agreement is found by any court or other competent authority to be invalid, unlawful or unenforceable then such part shall be severed from the rest of such terms which shall continue to be valid and enforceable to the fullest extent permitted by law.
The Agreement and any issues, disputes or claims arising out of or in connection with it (whether contractual or non-contractual) shall be governed by English Law. All disputes or claims arising out of or relating to the Agreement shall be subject to the exclusive jurisdiction of the English Courts.