Terms & Conditions

1. Your acceptance of these terms

This document (the “Terms”) governs the relationship between CG Hero Ltd (“CGHero”, “Hero”, “Hero Inc”, “us”, “we” or “our”) and you regarding your access and use of the online service platform for the procurement of talent management, project management and other services currently located athero.incandhttps://cghero.com/(together with any other Hero and CGHero websites and technologies owned by us, referred to together as the “Platform”). The tools, features and functionalities of the Platform are referred to together as the “Platform Services”. If you are accessing or using the Platform or the Platform Services, then you are a “User”. Our registered office is at The Sharp Project, Thorp Road, Manchester, England, M40 5BJ and our registered company number is 10283663. The Terms form a legally binding agreement between you and us. Please take time to read them carefully.

1.1 By accessing and using the Platform, you agree to these Terms.
1.2 If you are employed or engaged by an entity (such as a company or partnership) to use the Platform and/or the Platform Services, these Terms also apply to that entity (your “Business”). For these Terms, "you" refers to you as the User of the Platform and/or the Platform Services, as well as your Business.
1.3 We collect and process personal data when you use the Platform and the Platform Services. Please see ourPrivacy & Cookie Policy, which we may change from time to time, for more information on how we will process your personal data (how it is collected, how it is stored, and who it may be shared with) and how we use cookies (and similar technologies). The Privacy & Cookie Policy also explains your rights under the law relating to your personal data.
1.4 If you have any questions about these Terms, please contact us using the details provided at the end of these Terms.

2. Our right to update these terms

Our right to update these terms
2.1 We reserve the right to amend these Terms at any time for any reason, such as to reflect changes to the Platform, our Platform Services, technology, licensing arrangements, payment policies, best practices, relevant laws, or regulatory requirements. If we make changes we will provide you with reasonable prior notice.
2.2 By continuing to use the Platform after the changes are made, you will be deemed to have agreed to them. If you do not agree to the changes, please stop using the Platform.
2.3 This version of the Terms is effective as of the date specified at the top of this page. Previous versions can be requested by emailing us athello@cghero.com.

3. Registering your account

3.1 To access certain parts of the Platform, you must register for an account (an “Account”) by providing personal information, a username, and a password of your choice (referred to as "Registration Data"). The Platform Services are only available to individuals who are 18 years or older. If you are under 18 years old, you are not permitted to access or use the Platform.
3.2 Users must use the Platform Services for business purposes only and not for personal or consumer use.
3.3 Registration Data and any other information or data (including personal data) that you provide to us (together “User Data") must be true, accurate, and kept up to date.
3.4 You are responsible for your use of the Platform and keeping your Registration Data secure. If you fail to do so, you are responsible for any unauthorised use of the Platform using your Registration Data, and we will not be liable to you for such use. We recommend changing your password periodically to enhance security. You agree to immediately inform us of any unauthorised use of your Registration Data and if you suspect unauthorised use, you must create a new password.
3.5 Account and profile names and images must not be obscene or offensive, infringe third-party rights, mislead others about your identity, or be considered inappropriate (at our sole discretion). We may request or directly change any element of your Account name, username, or profile image at any time, and will notify you via email if we make such a change.

4. Plans and cancellations

4.1 From time to time, CGHero may offer the Platform Services to Users on a subscription or other specified basis (a “Plan”). Plans may be conditional on the payment of fees (“Fees”) (with such Plans being “Paid Plans”). You will be informed about Fees before signing up to a Paid Plan.
4.2 Details of what the plan includes and limits of usage will be available to you before signing up.
4.3 If you are on a Paid Plan, you will receive written notice at least 30 days before any changes to our Fees. If you do not agree to such changes, you will have the option to cancel before the change takes effect.
4.4 Unless specified otherwise in your Plan, your Plan will continue on a rolling basis until terminated by us or cancelled by you in accordance with the terms that apply to such Plan.

5. Fees

5.1 When registering for an Account, you may be required to provide a valid method of payment that is acceptable to us (“Payment Method”). We will charge any Fees to your Payment Method in accordance with your Plan.
5.2 If we are unable to charge your Payment Method due to expiration, insufficient funds, or any other reason, and you do not cancel your Plan, we may restrict your access to the Platform Services and continue to attempt to charge you until a valid Payment Method is charged. Any charges associated with your Payment Methods are your own responsibility.
5.3 You can update your Payment Methods by visiting the Payment Settings page. By making any changes, you confirm that the updated Payment Method is in your own name (or your Business’ name), that you are authorised to use, and that we are authorised to charge, the updated Payment Method.

6. Termination or suspension

6.1 We may, at our sole discretion, without notice and without liability to you, immediately terminate or suspend your Account, or block your use of the Platform, if we reasonably consider that:
(a) you have violated these Terms; or
(b) you have violated any of our policies.
6.2 If we terminate your Account on the grounds set out in section 6.1, you shall not be entitled to any refunds.
6.3 If your Account is suspended, you will not be able to use the Platform during any period of suspension.
6.4 We may also terminate or suspend your Account:
(a) if we decide to no longer provide the Platform, for example due to technical, financial or legitimate business reasons; or
(b) for any reason on 30 days’ notice to you.
6.5 We may cease to make the Platform available in any particular territory or region at any time without notice to you.

7. General User Terms

7.1 Depending on your Plan:
(a) you may procure or provide services from or to other Users through the Platform or the Platform Services, creating relationships between you and the other Users (with each relationship being a “Relationship”); and
(b) CGHero may assist you with aspects of your Relationships.
7.2 Your engagement with another User, whether procured or provided through the Platform or otherwise, creates a separate, direct contract between you and that other User on the terms agreed between you, provided that such contract does not conflict with, narrow, or expand CGHero’s obligations under these Terms (“User Contract”).
7.3 CGHero is not a party to any such User Contract. Under no circumstances will any User Contract create an employment or any service relationship between CGHero and any User.
7.4 The User Contract shall govern the Users’ respective rights and obligations relating to creation, use and allocation of ownership of any intellectual property rights resulting from User services procured or provided through the Platform or otherwise.
7.5 CGHero is not responsible or liable in any manner whatsoever for:
(a) your Relationships;
(b) any services you procure or provide through the Platform or the Platform Services;
(c) any work or results produced by you or other Users;
(d) the allocation of ownership of intellectual property rights between Users; or
(e) any User acts or omissions.
7.6 You are solely responsible for assessing the adequacy, reliability, safety, accuracy, completeness and compliance with applicable laws and industry standards, insurance requirements and other characteristics of any Users you engage with. You should perform your own due diligence on Users as you see fit.
7.7 You agree that you will only engage other Users to perform services for you in accordance with your Plan.

8. Non-circumvention

8.1 Depending on your Plan:
(a) In respect of each Relationship, you agree to communicate and make and receive payments exclusively through the Platform for a period of two years from the date of the start of that Relationship (the “Non-Circumvention Period”), unless you pay a Conversion Fee, calculated as 13.5% of estimated annual earnings (hourly rate x 2,080 hours) of the freelancer or studio that you are engaging with.
8.2 During the Non-Circumvention Period, you also agree not to:
(a) invoice for or pay an amount lower than the actual agreed amount between Users; or
(b) refer a User you identified on the Platform to a third party who is not a User of the Platform for the purpose of making or receiving payments outside of the Platform.
8.3 If someone suggests making or receiving payments outside of the Platform in violation of these Terms, or if you receive unsolicited contact outside of the Platform, you must immediately notify us.
8.4 You acknowledge that a violation of this clause 8 is a material breach of the these Terms and may result in permanent suspension of your account, as well as being charged the Conversion Fee for each Relationship taken off the Platform. In no event shall the Conversion Fee be less than $1,000 for each Relationship that is in breach of this clause 8.
8.5 The “Conversion Fee” means the greater of:
(a) the fees that CGHero would have collected from you had you not breached this clause 8; or
(b)
(i) if you are the User providing services to another User, 25% of your estimated earnings over a twenty-four (24) month period, where estimated earnings are calculated by multiplying your hourly rate by 40 hours over 52 weeks; or
(ii) if you are a User procuring services from another User, $500 per working day over a twenty-four (24) month period.

9. Payments through the Platform

9.1 Depending on your Plan:
(a) you may pay or receive payments from another User through the Platform as part of the Platform Services (“User Payments”); and
(b) CGHero may hold funds on your or another User's behalf.
9.2 The default currency used on the Platform is US Dollar and all User Payments shall be paid in US Dollars.
9.3 You agree that CGHero is hereby unconditionally and irrevocably authorised to manage User Payments and any funds held by it as it sees fit, including through the use of a third-party escrow service or similar.

10. User Disputes

10.1 You are responsible for any disputes which may arise between you and another User (a "User Dispute").
10.2 If the User Dispute is related to the Platform or Platform Services, you may contact us atsupport@cghero.comand CGHero may choose to deal with such User Disputes as it sees fit, at its sole discretion, including:(a) choosing any dispute resolution mechanism that it sees fit, including third-party mediation; and
(b) taking no action.
10.3 CGHero reserves the right to charge for any services related to resolving a User Dispute, including (including for its own time and services, and for any third-party costs).
10.4 You hereby agree to indemnify CGHero from any and all claims, demands, and damages, actual and consequential, of every kind and nature, known and unknown, that is related to a User Dispute or any determinations relating to the same.

11. Your content on the Platform

11.1 The Platform allows you to upload User Data, files, design briefs, data sets, images, documents, or similar materials. You can also send messages to other Users. These uploads and messages are collectively referred to as "Your Content". We may require you to upload Your Content in specific formats that are supported by the Platform, and we may change these formats from time to time.
11.2 By using the Platform, you acknowledge and accept that you are using it and any content within it at your own risk.
11.3 Your Content must not:
(a) be or cause you to use the Platform or the Platform Services in any way that is prohibited under or in breach of these Terms;
(b) contain any material which is or may reasonably be considered to be threatening, defamatory, obscene, indecent, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, or in breach of confidence;
(c) be illegal or infringe any of our rights or the rights of any third party, in any country in the world; and
(d) be technically harmful (by way of example it must not include any computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data), together, “Infringing Content”.
11.4 We will not be responsible, or liable to any third party, for the content or accuracy of Your Content posted by you or any other User of the Platform.
11.5 We reserve the right to monitor and review Your Content and the content of other Users, but do not have the obligation to do so. You acknowledge that, unless expressly stated otherwise, Your Content has not been verified or approved by us. Views expressed by other Users on the Platform do not represent our views or values.
11.6 Your Content may include details about the services you can offer and previous work you have completed including but not limited to descriptions, images and details of any qualifications you hold (as amended from time to time) (your “Portfolio”). You confirm that any work referenced or detailed in your Portfolio is:
(a) work completed by you alone; or
(b) work completed by you in collaboration with a third party or third parties provided always that:
(i) it is specified in your Portfolio what part of such work you worked on or you alone completed; and
(ii) you have permission of the owner of any intellectual property rights in relation to such work to present that work publicly without restriction.
11.7 We cannot guarantee that Your Content will remain on the Platform indefinitely. We have the right to remove Your Content if it violates these Terms or if removal is necessary for business or operational reasons. We recommend keeping backup copies of any content you submit to us. Please note that the Platform should not be relied upon as your primary method of storing or curating your images, videos, text, or designs, as Your Content may be permanently removed at any time and we may not retain copies of it.
11.8 You will notify us without delay by emailinghello@cghero.comif you become aware that any of Your Content is or becomes Infringing Content (as defined in section 10.3 of these Terms) and you will provide us with any and all information and assistance that we require to in order to identify and remove any Infringing Content from the Platform.

12. Using the Platform and the Platform Services

To access the Platform, you warrant and agree that:
(a) you have the legal right, power and authority to agree to these Terms and that these Terms constitute legal, valid and binding obligations enforceable against you and your Business;
(b) you will comply with CGHero's notices, guidelines, and other rules that apply to your access and use of the Platform and Platform Services;
(c) access to the Platform is your responsibility;
(d) you will access the Platform and use the Platform Services for lawful purposes only and will comply with all applicable laws when doing so;
(e) you have the necessary rights and capabilities to perform your obligations in connection with the use of the Platform and the Platform Services, including in connection with your performance of services for other Users;
(f) if you are providing services to other Users through the Platform or the Platform Services you shall provide such services with reasonable care and skill and in accordance with best industry standards;
(g) will not make excessive or inappropriate use of the Platform or the Platform Services and will not interfere with another User’s use or enjoyment of the Platform or the Platform Services in any manner that could damage, disable, overburden or impair the Platform Services. You acknowledge that the Platform and the Platform Services are a shared service provided to a community of Users. Therefore, excessive or inappropriate use by one User may adversely affect the experience of other Users;
(h) all information you provide to CGHero, including Your Content, must be true, accurate, and complete at all times. If there are any changes to the information you have previously provided, you must promptly update it in your Account or provide it to CGHero, as applicable;
(i) you have all the necessary rights, consents and permissions to upload Your Content to the Platform and use it in connection with the Platform Services, and such information does not violate the intellectual property rights or other rights of any third party;
(j) you will not use, or cause others to use, any automated system or software to extract content or data from the Platform for commercial or non-commercial purposes, except where you or any applicable third party has entered into a written agreement with us that permits such activity;
(k) you will not interfere with, or disrupt, the Platform or any servers or networks connected to the Platform, including by transmitting any worms, viruses, malware, spyware or any other code of a destructive, malicious or disruptive nature. You may not inject content or code or otherwise alter or interfere with the way any page of the Platform is rendered or displayed in a User’s browser or device;
(l) you will not access the Platform via a means not authorised in writing in advance by us including, but not limited to, automated devices, scripts, bots, spiders, crawlers or scrapers (except for standard search engine technologies);
(m) you will not impersonate any other person (including another User’s account) or conduct yourself in a manner which is unlawful or offensive, or which may harass, defame, bully or intimidate any other person;
(n) you will not use false email addresses or any other means to mask your identity;
(o) you will not use the Platform for any illegal or unauthorised purpose or in any way that advocates, promotes or assists any unlawful act such as (by way of example only) copyright infringement, computer misuse, or collecting or harvesting any information or data from our systems or servers;
(p) you will not use the Platform in any way that:
(i) is defamatory of any other person;
(ii) is obscene or offensive;
(iii) promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age; or
(iv) is likely to harass, upset, embarrass or alarm any other person;
(q) you will not change, modify, adapt or alter the Platform or change, modify, adapt or alter another website so as to inaccurately imply an association with the Platform or us;
(r) you will not circumvent, remove, alter, deactivate, degrade or thwart any of the content or protections in the Platform and/or Platform Services or any part thereof;
(s) you will not copy, modify, decompile or reverse engineer any part of the Platform (including any of our software, products, processes accessible via the Platform Services) including by attempting to derive the source code of any part of the Platform;
(t) you will not act in a manner that may be perceived as damaging to us or the Platform’s reputation and goodwill, or which may bring us or the Platform into disrepute or harm; and
(u) you will not make a derivative work of the Platform, or use the Platform to develop any service or product that is the same as, or substantially similar to, or that competes with the Platform.

13. Availability of the platform

Availability of the platform
13.1 To the extent permitted by applicable law, we give no warranty that, but will take reasonable steps to ensure that:
(a) the Platform will be uninterrupted, free of defects and/or faults, or that defects will be corrected; and
(b) the Platform or the server that makes it available (and any email that we sent to you in connection with the Platform) are free of viruses or anything else which may be harmful or destructive.
13.2 The Platform has not been developed to meet your specific requirements. We cannot promise that it, or any content (including its format) on it, will be fit or suitable for your specific purposes or that it will be compatible with all or any hardware or software which you may use.
13.3 We reserve the right to alter, suspend or discontinue any part (or the whole of) the Platform. These Terms shall continue to apply to any modified version of the Platform (or any part of it) unless it is expressly stated otherwise.

14. Deleting your account

You can delete your Account by emailingsupport@cghero.comto request deletion. We will delete Your Content within 30 days of receiving your request, but we may keep relevant metadata for accounting and audit purposes. Once Your Content is deleted, it cannot be recovered, so we recommend keeping a copy. If you want a copy of Your Content before deletion, please request access in accordance with ourPrivacy & Cookie Policy. Deleting your Account will terminate your agreement with us immediately.

15. Intellectual property rights

15.1 You acknowledge that CGHero (or its licensors and suppliers) owns all intellectual property rights in and to the Platform, Platform Services, and any material, documents, information, data, reports, methodologies and knowhow made available to you by CGHero, and all modifications, adaptations and enhancements to the foregoing (“CGHero IP”).
15.2 As part of the Platform and the Platform Services, we may provide you with certain privacy and security features to control which Users have access to Your Content (including, for example, the ability to make certain tasks private), and you are solely responsible for applying those settings.
15.3 By uploading Your Content to the Platform, you hereby grant us, subject to clause 14.2, a worldwide, irrevocable, non-exclusive, transferable, royalty-free licence (which is unlimited in time) to:
(a) use, host and store all of Your Content except personal data to operate and provide the necessary functionality of the Platform and the Platform Services;
(b) publicly display, broadcast, transmit, and make available Your Content except personal data to Users via the Platform in accordance with these Terms;
(c) copy, modify, translate and make derivative works of Your Content except personal data for use in connection with the promotion of the Platform;
(d) to publicly display, broadcast, transmit, and make available Your Content except personal data (including in the form modified by us as described in point (c) above) to promote us or the Platform in any media (including via our social media channels, in our advertising and in promotional materials); and
(e) to use Your Content for any other purposes as may be required by law.
15.4 CGHero may collect and use data and other information regarding usage of the Platform, Platform Services and Your Content. You grant CGHero a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, transferable licence, with the right to sub-license and to use Your Content that is not your personal data, as CGHero is necessary and/or desirable to provide the Platform, perform the Platform Services and for ongoing modification, development, delivery and improvement of the Platform and Platform Services and any other services provided by CGHero and its affiliates from time to time.
15.5 Other than as expressly set out in these Terms, we do not grant you any right in respect of the CGHero IP or any other materials. Any rights not expressly granted to you in these Terms are hereby reserved.
15.6 Conditional on your compliance with these Terms, CGHero grants you a non-exclusive, non-transferable, non-sublicensable, revocable, limited licence to access and use CGHero IP solely to the extent necessary to receive the benefit of the Platform Services (which shall not include the use of the Platform Service by, or for the benefit of, any person other than yourself).

16. Confidentiality

16.1 As part of the Platform Services, you may be given access to non-public information that CGHero or its affiliates or third parties designate as confidential or should reasonably be considered confidential under the circumstances, including software, specifications, and other non-public business information (“Confidential Information”). You will not use, disclose, exploit, copy or modify such Confidential Information except as necessary to receive the benefit of the Platform Services. You will keep Confidential Information secret and secure and apply at least the same level of protection as you use in respect of your own confidential or proprietary information of similar nature, using at least reasonable care.
16.2 The obligations of confidentiality in this section do not extend to any information that:
(a) is in, or has become part of, the public domain other than as a result of a breach of the obligations of confidentiality under these Terms;
(b) was developed by you independently of any Confidential Information disclosed by CGHero;
(c) was independently disclosed to you by a third party entitled to disclose the same; or
(d) is legally required to be disclosed under any applicable law.

17. Links to third party properties

The Platform and our emails may contain links to websites, applications, and other digital properties controlled by third parties. If you choose to visit these third-party properties or use their services, you do so at your own risk. You should investigate the reputation of the third party and the services they provide. We are not responsible for the content, accuracy, or opinions expressed on these third-party properties. The availability of links does not imply any affiliation or association between us and these websites or services.

18. Indemnity

18.1 You will indemnify us (and our officers, directors, agents, subsidiaries, joint venturers and employees) against any claim or demand, including legal fees and costs, made against us by any third party due to or arising out of your breach of these Terms, or your infringement of any law or the rights of a third party in the course of using the Platform and, or Platform Services.
18.2 In addition, we can apply any funds in your Account against any liabilities you owe to us or loss suffered by us as a result of your non-performance or breach of these Terms.

19. Limitations of liability

19.1 All warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are excluded from these Terms to the fullest extent permitted by law.
19.2 Subject to this section 18 and any refunds owed to you in accordance with these Terms, our total aggregate liability under or in connection with your use of the Platform, the Platform Services or any matter arising under or in connection with these Terms shall be limited to the greater of:
(a) Fees paid by you in the 12 months immediately preceding the month during which the liability arose; or
(b) £100.
19.3 CGHero is responsible for losses you suffer caused by us in breach of these Terms unless the loss is:
(a) unexpected. It was not obvious that it would happen and nothing you said to us before you accepted these Terms meant we should have expected it (so, in the law, the loss was unforeseeable);
(b) caused by a delaying event outside our control. As long as we have taken the steps set out in section 19.2;
(c) not caused by our breach of these Terms or our negligence;
(d) caused by your use of the Platform in breach of these Terms;
(e) something you could have avoided by taking reasonable action. For example, damage to your own device, which was caused by the Platform and which you could have avoided by following our advice; or
(f) related to your use of a product for the purposes of your trade, business, craft or profession.

20. Other important terms that apply to our contract

20.1 We can transfer our contract with you, so that a different organisation is responsible for supplying the Platform Services. We'll contact you to let you know if we plan to do this. You can only transfer your contract with us to someone else if we agree to this.
20.2 We're not responsible for delays outside our control. CGHero will not be liable to you for any failure to fulfil its obligations under these Terms if the failure arises from events beyond our reasonable control (including, without limitation, natural disaster, pandemic, fire, flood, terrorist attack or an industrial dispute). We will try to contact you as soon as possible to let you know of any such failure and will use reasonable endeavours to reduce the delay.
20.3 Even if we delay in enforcing this contract, we can still enforce it later. We might not immediately chase you for not doing something (like paying) or for doing something you're not allowed to, but that doesn’t mean we can't do it later.
20.4 If a court invalidates some of this contract, the rest of it will still apply. If a court or other authority decides that some of these terms are unlawful, the rest will continue to apply.
20.5 Nobody else has any rights under this contract. This contract is between you and us. Nobody else can enforce it and neither of us will need to ask anybody else to sign-off on ending or changing it.
20.6 Governing Law and Jurisdiction. These Terms will be governed by and interpreted in accordance with English law. Any disputes or claims arising from these Terms, including non-contractual disputes or claims, will be exclusively settled by the courts of England and Wales.

21. Notice

Notices from you to us must be sent tohello@cghero.com. We will notify you through the Platform or using the contact information you provided during registration. Notice is considered received immediately upon posting on the Platform, 24 hours after sending an e-mail, or three days after mailing a letter. To prove notice was served, it is sufficient to show that a letter was properly addressed, stamped, and mailed, or that an e-mail was sent to the recipient's provided address.

22. Raising concerns

If you have any questions, comments, or complaints about the Platform or any of our Platform Services, please contact our Support Team athello@cghero.com. If we are unable to resolve your complaint, you have the option to informally discuss it with us. If informal resolution is not possible, we can engage in an impartial out-of-court dispute resolution procedure.

23. API Terms

Customers may access their Service data via the Application Program Interface (“API”). Any use of the API, including use of the API through a third-party product that accesses the Service, is bound by the terms of this agreement plus the following specific terms:
You expressly understand and agree that the Company shall not be liable for any damages or losses resulting from your use of the API or third-party products that access data via the API. Abuse or excessively frequent requests to the Service via the API may result in the temporary or permanent suspension of your account’s access to the API. The Company, in its sole discretion, will determine abuse or excessive usage of the API. The Company will make a reasonable attempt via email to warn the account owner prior to suspension.