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End User License Agreement

Reference ID: EULA-NB-03
Version: 3.1
Effective Date: 14.02.2024
Maintained by: NeuroBridge® Limited
Last Updated: 06.06.2025

This End-User License Agreement (“EULA”) is a legal agreement between you (“Licensed User”) and NeuroBridge (“Licensor”) and is subject to subscriptions contained in the continuing agreement between your employer(“Company”) and NeuroBridge Limited(a company registered in England & Wales with co. reg. no. 14895457)  (“Terms of Service” and “Customer Order”).

LIMITATION: YOUR HEALTH ADVICE

The NeuroBridge System and all its Licensed Materials is intended for educational and informational purposes only.   Use of the System is not intended to replace or substitute professional support, advice or treatment in any manner. 

NeuroBridge cannot diagnose health (medical or mental) conditions or prescribe medical interventions.  You should seek advice from qualified health professionals for any specific concerns.  The Licensed Materials should not be used to counteract or change professional health opinions or advice.  

If any conflict or contradiction arises between the Licensed Materials and health advice you receive, you should default to the professional’s recommendations. In each case you are responsible for ensuring that the way you use the System and Licensed Materials align with any healthcare advice they receive from healthcare professionals.  

Any actions taken by the Company or a Licensed User as a result of the use of the System are undertaken at their discretion and risk. NeuroBridge cannot be held liable for the consequences of any decisions or actions taken arising from the use of the System and/or Licensed Materials.

NeuroBridge may need to refer you to a health professional if NeuroBridge suspects that you are a risk to yourself or others but shall not be obliged to disclose this to the Company unless there risk of immediate harm.

Your access to the System is provided as part of your Company employee benefits.  If you have any concerns of questions about this EULA or the terms upon which your employer has access to the System, Licensed Materials and/or your data please contact your [line manager/the Company] in the first instance.

By accessing and using the NeuroBridge System and using the associated Licensed Materials, you agree that you understand the limitations above and also agreed to be bound by the terms and conditions of this EULA. 

If you do not agree to these limitations, restrictions and terms, you may not use the System.

1. Introduction and Definitions

Parties: This EULA is between NeuroBridge and you, the “Licensed User”, but is also subject to the existence of a valid Customer Order & associated Terms of Service between NeuroBridge and the Company.  The EULA is granted to you as part of your benefits as a Company employee and is therefore subject to the Company’s consent and authority to use these on-line services and also to your continued employment by the Company (or one of its authorised affiliates).

Definitions: In addition to the defined terms set out elsewhere in this EULA the following terms shall have the meanings set out below: 

  • “Account” means the subscription services account activated by you using your personal login details and personal Company e-mail to access the System. 
  • “IP Rights” means all intellectual property rights, including existing and future copyright, trade marks, databases and brands for their full term (and extensions) worldwide.
  • “Licensed Materials” means any and all data, information, content software, documents or other materials made available through or generated by the System.  

“ System “ means the subscription online platform and services provided by NeuroBridge via the URL through which Licensed Materials can be accessed, created and stored, provided to the Company under the Terms of Service and the Customer Order

2. Grant of License

In consideration of you agreeing to abide by the terms of this EULA NeuroBridge grants you the following rights ONLY:

  • License Scope:  an end-user, non-exclusive, non-transferable, revocable license to access and use the System and Licensed Materials through your Account for the duration of the Company’s System  subscription and solely for your benefit as an employee, and the internal business purposes of the Company, in accordance with the terms of this EULA.  NeuroBridge does not sell the Licensed Materials, services, content or software to you or the Company, and remains the owner of the System and Licensed Materials at all times.

Usage Rights: the right to use the System and Licensed Materials through your Account only, solely for purposes related to your own employment and interaction with the Company and only on the terms of this EULA.

3. Restrictions on Use

Prohibited Activities: You agree NOT TO:

  • reverse engineer, decompile, or disassemble the System or Licensed Materials;
  • copy or create derivative works based on the Licensed Materials or any part of the System except where such copying or works are incidental to normal use of the Licensed Materials or  System, or where it is necessary for the purpose of back-up or operational security;
  • modify, distribute, exploit or provide services based on the System or Licensed Materials; or
  • resell, sublicense, or otherwise transfer access to the System or Licensed Materials to any other individual or third party.

Account Security: You must at all times maintain the confidentiality of your Account login credentials and not share them with anyone. You are responsible and liable for all activities that occur under your Account.  The Account is personal to you and may not be transferred to another person.

4. IP Rights

System: NeuroBridge owns and retains all IP Rights in the System, including any updates, enhancements, and derivative works.

Licensed Materials: All Licensed Materials (and IP Rights in the Licensed Materials) provided by NeuroBridge remains the property of NeuroBridge or its respective licensors. Any Licensed Materials generated by you within the System is owned by NeuroBridge and may only be used on the terms of this EULA, subject to applicable law.

You may not remove the NeuroBridge copyright or other ownership notices from any Licensed Materials generated by the System.  

The permitted, correct and appropriate use of NeuroBridge’s IP Rights and the Licensed Materials is a fundamental obligation and a condition of the grant of rights to you under this EULA.  Infringement by you of any NeuroBridge IP Rights or associated obligations and/or the misuse or infringement of the System or Licensed Materials by you will be a material and fundamental breach of this EULA (and may also breach the Terms of Service) entitling NeuroBridge: 

  • to terminate the Customer Order and/or this EULA forthwith without refund or liability; and/or 
  • to claim against the Company; and/or 
  • may also entitle NeuroBridge to initiate legal proceedings against you. 

This clause shall survive termination of the EULA for any reason.

5. Data Protection and Privacy

Data Collection: NeuroBridge may collect and process personal data as necessary to provide the System.  Under data protection legislation, we are required to provide you with certain information about who we are, how we process the personal data of those individuals who use the System and Licensed Materials and for what purposes and those individuals’ rights in relation to their personal data and how to exercise them. This information is provided in our Data Protection Policy (copy available here at https://neurobridgeportal.com/privacy-policy/) and it is important that you read and understand that information.

Compliance: NeuroBridge complies with applicable data protection laws, including the UK General Data Protection Regulation (GDPR). You have the right to access, rectify, or erase your personal data, among other rights.  NeuroBridge is not responsible for Company data protection and privacy compliance and is not liable for any Company breach of data protection laws or regulations.

6. Termination

Termination of your Employment:  The EULA terminates automatically when you leave your employment with the Company, unless otherwise agreed by NeuroBridge in writing.

Termination by the Company:  The Company may terminate your access to the System for any reason.  NeuroBridge shall not be liable for such termination. The EULA will automatically terminate when the Company Order, Terms of Service or Company subscription expires or terminates (whichever is the earliest event) unless otherwise agreed with the Company.

Termination by NeuroBridge: NeuroBridge may terminate this EULA and your access to the System forthwith by written (e-mail) notice:

  • for misuse of the Account, System or any Licensed Materials;
  • if you otherwise breach any of these EULA terms; or 
  • if the Company’s System subscription and/or the Customer Order expires or terminates for any reason.

7. Effect of Termination

Upon termination of the EULA, all rights granted to you under this EULA shall cease and your Account will be closed.  You will lose access to the System and any data or Licensed Materials you have stored within it. NeuroBridge may permanently delete any Licensed Materials or data associated with your account, subject to applicable law.

On termination for any reason you must immediately cease all activities authorised by this EULA and destroy or return to us (at our option) all copies of the Licensed Materials in your possession, custody or control and, in the case of destruction, certify to us that you have done so.

8. Warranties and Disclaimers

Limited Warranty: You acknowledge that the System has not been developed to meet your individual requirements, including any particular cybersecurity requirements you might be subject to under law or otherwise, and that it is therefore your responsibility to ensure that the facilities and functions of the System and Licensed Materials meets your needs.  The System is provided on  “as is” basis and subject at all times to the “LIMITATION: Your Health Advice” set out at the top of this EULA and to section 9 below.  

Disclaimers: The System and Licensed Materials are provided with no warranties of any kind, express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, or non-infringement.  NeuroBridge does not warrant that the System will be uninterrupted, error-free, or free of harmful components. 

Events out of NeuroBridge’s Control: NeuroBridge is not responsible for any data loss or for any Company IT systems, hardware or software or for the Company’s cybersecurity obligations or for any other events outside NeuroBridge’s control (including without limitation Acts of God, failure of public or private telecommunications networks utilities etc) (“Event”).  If an Event takes place that affects your access to the System or Licensed Materials:

  • your access to the System may be suspended for the duration of the Event; and
  • NeuroBridge will use reasonable endeavours to find a solution to re-establish access to the System.  
  • Where a solution cannot reasonably be found NeuroBridge may terminate this EULA by written (e-mail) notice to you.

9. Limitation of Liability

Company Liability:  Please refer any claims or questions about liability for the use of the System and this EULA promptly to the Company in writing.  

To the maximum extent permitted by law, NeuroBridge’s total liability to the Company and to you arising out of or related to the System is limited under the Terms of Service and there is an overriding cap in respect of any and all liability NeuroBridge may owe to you (under this EULA or otherwise) of ONE (1) THOUSAND POUNDS (£1,000).   

NeuroBridge has no liability for: 

  • for indirect, incidental, consequential, or special damages, including loss of profits, data, or business opportunities;  and/or
  • for the Events; and/or 
  • for devices which are used to access the System or store any Licensed Materials, data or materials other than those within its direct control.

Nothing in this EULA shall limit or exclude NeuroBridge’s liability for:

  • death or personal injury resulting from NeuroBridge’s negligence;
  • NeuroBridge’s fraud or fraudulent misrepresentation;
  • any other liability that cannot be excluded or limited by English law.

10. Miscellaneous Provisions

Entire Agreement: This EULA constitutes the entire agreement between you and NeuroBridge regarding your use of the System and Licensed Materials and supersedes any prior agreements or understandings.

Severability: If any provision of this EULA is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver: The failure of NeuroBridge to enforce any right or provision of this EULA does not constitute a waiver of that right or provision.

Third Party Rights:  This EULA does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. Transfer:  NeuroBridge may transfer its rights and obligations under this EULA to another organisation.  NeuroBridge will always tell you in writing if this happens and will ensure that the transfer will not affect your rights under this EULA.

11. Support and Contact Information

If you have any questions about this EULA or need support, please contact support@neurobridge.co.uk

12. Governing Law and Jurisdiction

Governing Law: This EULA is governed by and construed in accordance with the laws of England and Wales. Jurisdiction: The courts of England and Wales have exclusive jurisdiction over any disputes arising out of or in connection with this EULA.