Terms of Service and License Agreement

Last Modified: June 02, 2017

1.1. Terms of Service. These terms of service (“Terms of Service”) govern the access and use of the website www.hiretual.com, and affiliated websites, domains, sub-domains, add-on domains, features, software, services, mobile applications, products, software and other services (including, without limitation, recruiting intelligence, recruiting tools, recruiting big data analysis, hiring strategy, applicant tracking, recruiting automation, as well as any future service), or any portion thereof (collectively, the “Service”), owned or controlled by HireTeamMate, Inc., a Delaware Corporation, or its subsidiaries and affiliated companies (“HTM” or “we” or “our” or “us”). Affiliated companies are entities that control, are controlled by or are under common control with HTM.
1.2. Privacy Policy. For information about how HTM collects, uses, and shares your information, please review our privacy policy (“Privacy Policy”), which can be found at https://hiretual.com/terms/privacy_policy, and is incorporated herein by reference. You agree that by using the Service you consent to the collection, use, and sharing (as set forth in the Privacy Policy) of such information, including the transfer of this information to the United States and/or other countries for storage, processing, and use by HTM.
1.3. Agreement. These Terms of Service, the Privacy Policy, and any other legal notices published by us on the Service are, collectively, an agreement (this “Agreement”) between HTM and you (“You” or “your” or “you” or, a “User”), a user of the Service. By accessing or using the Service you acknowledge and agree to this Agreement, including, without limitation, these Terms of Service and the Privacy Policy. IF YOU CHOOSE TO NOT AGREE WITH ANY OF THE TERMS OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THESE TERMS OF SERVICE OR THE PRIVACY POLICY, YOUR CHOICE IS TO IMMEDIATELY STOP USING THE SERVICE. By using the Service, you represent and warrant that:
  • You have reached the age of majority in the jurisdiction in which you reside;
  • You are able to create a binding legal obligation;
  • You are not barred from receiving products or Service under applicable law;
  • Your use of the Service will at all times comply with these Terms of Use;
  • You will only make purchases on the Service for your own use and enjoyment;
  • You have the right to provide any and all information you submit to the Service, and all such information is accurate, true, current and complete, and you will update information provided to the Service to ensure that it is accurate at all times.
1.4. Subscribers.
(a) Free Subscriber. If you are a free subscriber for the Service, or are accessing the Service to use a Trial (as defined below), or are otherwise browsing, this Agreement is between you, individually, and HTM (“Free Subscriber”). A Free Subscriber can have only one Premium account with a free trial. Any Premium account created after the first Premium account will be charged based on the current HTM rates, and such user can no longer utilize a free trial. Upon canceling the Premium subscription, the Premium services and credits, such as contact view, will be terminated at the end of the billing cycle in which you canceled the Premium subscription. If Individual Subscriber has registered to use Service on a trial basis, then Individual Subscriber may use such Service only for noncommercial evaluation purposes during the applicable trial period.
(b) Individual Subscriber. If you are an individual paying subscriber for the Service, or are accessing the Service to use a Trial (as defined below), or are otherwise browsing, this Agreement is between you, individually, and HTM (“Individual Subscriber”). An Individual Subscriber can have only one Premium account with a free trial. Any Premium account created after the first Premium account will be charged based on the current HTM rates, and such user can no longer utilize a free trial. Upon canceling the Premium subscription, the Premium services and credits, such as contact view, will be terminated at the end of the billing cycle in which you canceled the Premium subscription. If Individual Subscriber has registered to use Service on a trial basis, then Individual Subscriber may use such Service only for noncommercial evaluation purposes during the applicable trial period.
(c) Enterprise Subscriber. If you are a team-paying subscriber, employee, faculty member or student of a university, school or other entity or organization that has subscribed to the Service (an “Enterprise Subscriber”) and has authorized you to use the Service (an “Authorized User”), this Agreement is between you and the Enterprise Subscriber, on the one hand, and HTM, on the other hand. HTM may seek recourse against you for any violation of the terms of this Agreement. If you are entering into this Agreement on behalf of an Enterprise Subscriber, you represent that you have the authority to bind the Enterprise Subscriber to this Agreement, in which case references to “you” in this Agreement shall mean the Enterprise Subscriber. If you do not have such authority, you must not accept this Agreement and may not use the Service. Enterprise Subscribers shall ensure that the total number of Authorized Users does not exceed the maximum number of seats authorized by and purchased from HTM (each of which seats represents a unique (named) Authorized User). Authorized Users may not transfer (including by way of sublicense, lease, assignment or other transfer, including by operation of law) their seat, user name or right to use the Service to any third party. You, the Enterprise Subscriber, are solely responsible for the way your Authorized Users use the Software, and for ensuring that all of your Authorized Users comply with all of the terms and conditions of this Agreement. Any violation of the terms and/or conditions of this Agreement by an Authorized User shall be deemed to be a violation thereof by you.
(d) Payment of Fees. Unless you are an Individual Subscriber or an Enterprise Subscriber or Authorized User thereof, your access to or use of the Service shall be contingent upon your payment of all applicable fees as described on the Service from time to time (“Fees”). Enterprise Subscribers shall pay the fees set forth in the invoice(s) rendered by HTM in accordance with the payment terms set forth therein. Upon registering for the Service, unless you are an Enterprise Subscriber or Authorized User thereof, you will be required to designate a valid credit card. You hereby authorize HTM to charge your designated account all Fees relating to the Services to which you subscribe, and you agree to pay all such Fees in accordance with the applicable card member agreement. HTM reserves the right to revise its Fees, including by increasing or adding new Fees, at any time on ten (10) days’ notice. Such notice may be sent to you by email to your most recently provided email address or posted on the Service or by any other manner chosen by HTM in its commercially reasonable discretion. You will be deemed to have received any such notice that is posted on the Site on the day it was posted. Your use of the Service after the ten (10) day notice period constitutes your acceptance of the new or revised Fees. If you do not agree to the revised Fees, you may cancel your subscription by following the terms hereof.
(e) Continuous Membership. To ensure uninterrupted service, all subscriptions to the Service are renewed automatically, and any unused service from the prior periods will automatically be covered over to the next month. HTM maintains two billing cycles. One is yearly billed, and another is monthly billed. Based on your subscription, the renewal period will be for the same period as your subscription period. You hereby authorize HTM to charge subscription Fees for the renewal period to the credit card or PayPal™ account on file. All subscriptions are renewed at the subscription level(s) in effect at the time the then-current subscription term ends. You may cancel the subscription at any time by following terms hereof.
(f) Free Trial. HTM may offer a free trial membership from time to time with regard to certain Services (a “Trial”). By accessing or using the Service, you agree to the terms of any such Trial and further agree to any changes HTM may make to such Trial as described herein. If you cancel the Services before the end of the trial period, all your rights to any remaining free trial period will be waived and you will not be eligible to participate in any further Trials, except as allowed by HTM in its sole, absolute and unfettered discretion.
(g) 7-Day Trial Period. Your subscription includes a 7-day trial before we start to charge you. If you are dissatisfied with your subscription for any reason, you can cancel your subscription anytime. However, after cancellation, you still have the access to the Service covered by your last bill cycle.
2.1. Marks. The design, content, trademarks, service marks, and logos of HTM and the Service (“HTM Marks”), are owned by or licensed to HTM, subject to copyright and other intellectual property rights under United States, foreign laws and international conventions.
2.2. Intellectual Property Rights. Except as otherwise indicated, all copyright rights and other intellectual property rights in the Service and its contents, including any and all HTM Marks, content, data, databases, information, text, music, sound, photos, images, graphics, audio, video, software, code, technology, methods, analyses, studies, reports, and other intellectual property contained therein (“HTM IP”) are owned by or licensed to HTM, and protected by law, including copyright, database, trade secret, and trademark laws of the United States and all applicable jurisdictions, as well as other applicable state, national, and international laws and regulations. You do not and will not have or acquire any ownership of these intellectual property rights in or to the HTM Marks or the HTM IP, or of any intellectual property rights relating to thereto, except as otherwise provided herein.
2.3. License. HTM grants you a limited, non-exclusive, non-transferable, non-assignable, non-sublicenseable license to access the Service for your use in accordance with these Terms of Service. HTM reserves all rights not expressly granted in and to the Service. You agree to not engage in the use, copying, or distribution of any of the Service, or any portion thereof, other than as expressly permitted.
2.4. Restrictions. You will not, directly or indirectly, reverse engineer, duplicate, replicate, remove, transfer, reveal, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Service or any software, documentation or data related to the Service (“Software”); modify, translate, or create derivative works based on the Service or any Software; use the Service or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; remove any proprietary notices or labels; distribute, transmit, publish or otherwise disseminate any HTM IP; download or store any HTM IP; transfer to any third party any of your rights under this Agreement; access content or data not intended for you; log onto a server or account that you are not authorized to access; violate or attempt to violate any security or authentication feature or measures of the Service; attempt to access or derive the source code or architecture of the Service; attempt to probe, scan or test the vulnerability of the Service, or any associated system or network, or to breach any security or authentication feature or measures of the Service, and if you are blocked by HTM from accessing the Service (including by blocking your IP address), you will not implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address); interfere or attempt to interfere with service to any user, host or network, including, without limitation, by means of submitting malicious software or computer code (“Malicious Code”) load testing, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing”; automate access to the Service, including, without limitation, through the use of APIs, bots, scrapers or other similar devices; export or re-export any HTM IP; impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity, including, without limitation, an Enterprise Subscriber; or check more than one thousand results in the Service during any trailing 24-hour period; use the Service for any illegal purpose or in violation of any applicable law or regulation, including laws that govern email marketing such as the CAN-SPAM Act of 2003.
3.1. Eligibility. The Service is a general audience service and is not intended for users under 18 years old. We require that only persons 18 years of age or older use any of the Service. By using the Service, you hereby represent that you are at least 18 years old. To view information on our policy regarding the privacy of children under the age of 13, please see the Privacy Policy. Parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that may be considered harmful to minors.
3.2. Technology Platform. You understand that HTM acts only as a technology platform and interface between Users and that HTM does not itself verify the qualifications of Users, nor does it evaluate or control in any ongoing manner exchanges between Users. Any opinions or statements expressed by a User are of those of the User alone, and shall not be attributed to HTM. HTM cannot and does not assume responsibility for the accuracy, completeness, safety, reliability, timeliness, innocuousness, legality or applicability of anything said, written, posted, displayed or otherwise made available by any User. Please use caution, common sense, and practice safety when using HTM. By using HTM, you agree to accept such risks and that HTM (and our officers, directors, agents, subsidiaries, joint ventures and employees) is not responsible for any and all acts or omissions of Users.
3.3. Interactions with HTM and the Service. Interactions with the Service are at your own risk. HTM has no liability with respect to the acts, omissions, errors, representations, warranties, breaches or negligence or for any personal injuries, death, property damage, or other damages or expenses resulting from your interactions with the Service or with third parties. Your registration to use the Service constitutes your consent to receive email communications from HTM, including messages regarding customer service issues and other matters. You may opt not to receive email correspondence, other than technical notifications and email regarding issues related to your account and your use of the Services, at any time by following the information provided to you by HTM.
3.4. Payments from HTM Providers. HTM may provide services related to accepting payments from HTM Providers, and in such case, HTM will transmit payment received on behalf of an HTM Provider to the HTMer. HTM has no control over and does not guarantee the existence, quality, safety, or legality of any work or services advertised by HTM Providers or HTMrs; the truth or accuracy of any advertisements; the ability of HTMrs to provide services; the ability of HTM Providers to pay for any services; or, the completion of any transaction on the services. HTM does not warrant or guarantee that any services offered through the Service will meet an HTM Provider's requirements.
3.5. Independent Contractors. HTM does not endorse or recommend the services of any particular individual, service professional or organization. It is entirely up to you to evaluate an individuals’s, service professional's or organization’s qualifications, and to enter into a direct contract or otherwise reach agreement with the individual, service professional or organization. We do not guarantee or warrant any service professional's or organizations performance at work or the outcome or quality of the services performed. The service professionals and organizations are each independent contractors and are not employees or agents of HTM, nor is HTM an agent of the service professionals or organizations.
3.6. No Affiliation with Brands. HTM is a private company and has no affiliation or rights with any brand or third party products on the Service. HTM disclaims ownership of any trademarks, logos or images belonging to any brand or third party products appearing on this site. The appearance of trademarks and/or logos belonging to brands, third party products or their respective companies on the Service does not constitute affiliation or endorsement by such companies of any of the services provided by HTM.
3.7. Errors, Inaccuracies and Omissions. Occasionally there may be information in the Service that contains typographical errors, inaccuracies or omissions. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any information in the Service or on any related website is inaccurate at any time without prior notice. We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.
4.1. Account Registration. If you choose to register for an account, you must complete the account registration process by providing us with current, complete, and accurate information as prompted by the applicable registration form. You agree to register only once using a single account. You agree you will not (i) register on behalf of another person; (ii) register under the name of another person or under a fictional name or alias; (iii) choose a username that constitutes or suggests an impersonation of any other person (real or fictitious) or entity or that you are a representative of an entity when you are not, or that is offensive; (iv) choose a username for the purposes of deceiving or misleading our users and/or the HTM as to your true identity; or (v) choose a username that incorporates a solicitation.
4.2. Account Information. You are entirely responsible for maintaining the confidentiality of your account information and password. Furthermore, you are entirely responsible for any and all activities that occur under your account. You should notify us immediately of any known or suspected unauthorized use of your username and password or any other breach of security. HTM will not be liable for any loss that you may incur as a result of someone else using your username, password, or account, either with or without your knowledge. You could be held liable for losses incurred by HTM or another party due to someone else using your username, password, or account. You may not use anyone else’s account at any time, without the permission of the account holder. Your account is unique to you and may not be transferred to any third party.
4.3. Account Security. HTM cares about the integrity and security of your account information. However, HTM cannot guarantee that unauthorized third parties will never be able to defeat the Service’s security measures or use any personal information you provide to us for improper purposes. You acknowledge that you provide your account information at your own risk.
4.4. Termination, Suspension, and Restrictions. HTM may terminate or suspend your access to or ability to use the Service immediately, without prior notice or liability, for any reason or no reason, including breach of this Agreement. In particular, HTM may immediately terminate or suspend accounts that have been flagged for copyright infringement. Upon termination of your access to or ability to use the Service, your right to use or access the Service will immediately cease. HTM may change, restrict access to, suspend, or discontinue any aspect of the Service at any time, including availability of any feature, database, or content. HTM may also impose limits on certain features and services or restrict your access to all or parts of the Service without notice or liability. You acknowledge that you have continued right to use the Service, nor do we have any continuing obligation to provide the Service.
4.5. Survival of Terms. This Agreement’s terms and conditions that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability. Termination of your access to and use of the Service shall not relieve you of any obligations arising or accruing prior to termination or limit any liability that you otherwise may have to HTM or any third party.
In addition to the restrictions of Section 2.4, and as a condition of your use of and access to the Service, you agree not to use the Service for any unlawful purpose or in any way that violates these Terms. Any use of the Service in violation of these Terms of Service may result in, among other things, termination or suspension of your account and your ability to use the Service. You may not engage in any of the following prohibited activities:
(a) Copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; collecting or harvesting any personally identifiable information, including account names, from the Service; altering, modifying or creating derivative works of the Service, or any portion thereof;
(b) Using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service; accessing any content or features of the Service through any technology or means other than those provided or authorized by the Service;
(c) Transmitting spam, chain letters, or other unsolicited email; using the Service for any commercial solicitation purpose or political campaigning;
(d) Attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Service; uploading invalid data, viruses, worms, or other software agents through the Service; bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or features or enforce limitations on use of the Service or the content or features therein;
(e) Taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on Service infrastructure; interfering with the proper working of the Service;
(f) Impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; or
(g) Disrupting the normal flow of dialogue, causes a screen to “scroll” faster than other Users are able to type, or otherwise negatively affects other Users’ ability to engage in real time exchanges.
(h) The Service is for personal use only. Users may not use the Service or any content contained in the Service (including, but not limited to, content of other users, designs, text, graphics, images, video, information, logos, software, audio files and computer code) in connection with any commercial endeavors, such as (i) advertising or soliciting any user to buy or sell any products or services not offered by HTM or (ii) soliciting others to attend parties or other social functions, or networking, for commercial purposes. Users of the Service may not use any information obtained from the Service to contact, advertise to, solicit, or sell to any other user without his or her prior explicit consent. Organizations, companies, and/or businesses may not use the Service or the Service for any purpose except with HTM’s express consent (such as for promoted profiles or other advertisements), which HTM may provide or deny in its sole discretion. HTM may investigate and take any available legal action in response to illegal and/or unauthorized uses of the Service, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Service.
6.1. User Content. As a user with a registered account, you may be able to submit content to the Service, including videos, photos, images, audio, text, information (including, without limitation, Personally Identifiable Information), user comments, and any other content (collectively, “User Content”). You shall be solely responsible for your own User Content and the consequences of submitting and publishing your User Content on the Service. You further agree that you will not submit to the Service any User Content or other material that is contrary to these Terms of Service or contrary to applicable local, national, and international laws and regulations.
6.2. Representations. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish User Content you submit. You further agree that User Content you submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant us all of the license rights granted herein. We do not permit copyright infringing activities and infringement of intellectual property rights on the Service, and we will remove all User Content if properly notified that such User Content infringes on another’s intellectual property rights. We reserve the right to remove User Content without prior notice. By using the Service, you expressly agree not to use, reproduce, modify, adapt, edit, translate, publicly display, telecommunicate or perform, post, upload to, transmit, distribute, store, create derivative works from or otherwise publish throughout the world, in any media, now known or hereafter devised, on or through the Service any of the following:
(a) User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, foreign, national or international law, including, without limitation, the regulations of the U.S. Securities and Exchange Commission;
(b) User Content that is indecent, profane (including masked profanity where symbols, initials, intentional misspellings or other characters are used to suggest profane language), obscene, pornographic, abusive, inflammatory, untrue, misleading, illegal, invasive of privacy or publicity rights, libelous, slanderous or defamatory. WE DO NOT TOLERATE USERS HARASSING, THREATENING, DISCRIMINATING OR EMBARRASSING OTHER USERS, INCLUDING HARASSMENT OR DENIGRATION BASED ON AGE, GENDER, RACE, RELIGION, NATIONAL ORIGIN, SEXUAL ORIENTATION OR DISABILITY, MARITAL STATUS OR VETERAN STATUS, OR THE STALKING OF OTHER USERS;
(c) User Content that contains any confidential or proprietary information of any person or entity, or that otherwise violates the legal rights of any person or entity. You may not include in any User Content either any email addresses or telephone numbers of any person or entity, including your own. You may not use a false email address, impersonate any person or entity (including any other user), or otherwise mislead as to the origin of your User Content;
(d) User Content that is unrelated to the topic or context in which such Content is posted, or that, in the sole judgment of HTM, contravenes the above, is otherwise objectionable or inappropriate, or which restricts or inhibits any other person from using or enjoying the Service, or which may expose HTM or its affiliates or its users to any harm or liability of any type.
6.3. User Content Disclaimers. We do not endorse any User Content submitted to the Service by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with User Content. HTM takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto or in connection therewith, nor is HTM liable for any mistakes, inaccuracies, infringements, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. As a provider of interactive services, HTM is not liable for any statements, representations or User Content provided by its users. Although HTM has no obligation to screen, edit or monitor any of the User Content posted to or distributed through the Service, HTM reserves the right, and has absolute discretion, to remove, screen or edit without notice any User Content posted or stored on the Service at any time and for any reason and without liability to you or any third party, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Service at your sole cost and expense. However, we also reserve the right in our sole discretion to display any User Content that is submitted to us (or to decline to remove any User Content), even if it violates this Agreement. Since not all of the areas of the Service are monitored on a “real time” basis, you may see User Content that violates this Agreement before we do. Please report such items to support@hiretual.com.
7.1. Copyright Agent. HTM respects the intellectual property rights of others and expects users of the Service to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to our designated copyright agent (“Copyright Agent”). Our designated Copyright Agent to receive notifications of claimed infringement is:
Gora LLC
9 W. Broad St., Suite 550
Stamford, CT 06902
Attn: Richard S. Gora, Esq.
Rich@goralaw.com
www.goralaw.com
For clarity, only Digital Millennium Copyright Act (DMCA) notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to support@hiretual.com. You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid.
8.1. Third Party Links. The Service may contain links to third-party advertisers, websites or services. You acknowledge and agree that HTM is not responsible or liable for: (i) the availability or accuracy of such advertisements, websites or services, or (ii) the content, products, or resources on or available from such advertisers, websites or services. Links to such advertisers, websites or services do not imply any endorsement by HTM of those websites or services. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or services.
8.2. Third Party Content. Through the Service, you will have the ability to access and/or use content provided by third parties. HTM cannot guarantee that such third party content will be free of material you may find objectionable or otherwise. HTM disclaims any responsibility or liability related to your access or use of any third party content.
8.3. Third Party Promotions. Some third parties may promote sweepstakes, competitions, promotions, and other similar opportunities on the Service (“Third Party Promotions”). HTM is not the sponsor or promoter of these Third Party Promotions and does not bear any responsibility or liability for the actions or inactions of any third parties who organize, administer or are otherwise involved in any of promotion of these Third Party Promotions. If you wish to participate in any of these Third Party Promotions, you are responsible for reading and ensuring that you understand the applicable rules and any eligibility requirements and are lawfully able to participate in such Third Party Promotions in your jurisdiction.
8.4. Third Party Listings. We do not warrant and shall not be liable for the quality of any third party products, services, information, or other material obtained by you through the Service.
8.5. Social Media Networks. The Service may include features that connect to third party social media networks (“Social Media Networks”) and allow you to share or like content or services with your friends or other users of the Social Media Networks, or you may be able to connect your user account with your Social Media Networks’ accounts. To learn more about how your information may be shared with Social Media Networks or how your Social Media Networks’ account information may be shared with us, please read our Privacy Policy and the privacy policy or settings of the relevant Social Media Networks.
9.1. Fees. HTM reserves the right at any time to charge fees for access to the Service, or any portion thereof. However, in no event will you be charged for access to the Service unless we obtain your prior agreement to pay such charges. You may cancel your account at any time. You agree to pay all charges that may be incurred by you or on your behalf through the Service, at the price(s) in effect when such charges are incurred, including all shipping and handling charges. In addition, you remain responsible for any and all taxes that may be applicable to your purchase(s), and you agree that such taxes, if any, are not our responsibility. Refunds and exchanges shall be subject to our refund and exchange policies, in the applicable additional terms, as may be made available by us and updated by us from time to time. Except as may be expressly set forth herein, all Fees paid or accrued in connection with any Services are non-refundable, and HTM will not prorate any Fees paid for a subscription that is terminated before the end of its term.
9.2. Payments. If products, subscriptions, software, or services are made available for purchase through the Service and you wish to purchase such products, subscriptions, software, or services, you may be asked by us or our designee (or, if such product, subscriptions, software, or services are being made available by a third party provider, by such third party provider) to supply certain information relevant to your purchase, including, without limitation, credit card number, expiration date, billing address and shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S), PAYPAL ACCOUNTS, OR OTHER PAYMENT MEANS USED BY YOU OR THROUGH YOUR USERNAME(S) TO PURCHASE ANY SUCH PRODUCT AND/OR SERVICE. You acknowledge that any such information will be treated by us in accordance with our Privacy Policy. You grant us the right to provide such information to third parties in order to facilitate the completion of transactions initiated by you or on your behalf through the Service. Verification of information may be required prior to acceptance of any order through the Service. In addition, HTM may engage third parties to conduct risk control and fraud detection/prevention activities. As part of such engagements, if you initiate a transaction on the Service, HTM may give such third parties access to your pertinent credit card and other personal information. Such third parties may only use such personal information for purposes of performing risk control and fraud detection/prevention activities for us. However, they may also convert such personal information into hashed or encoded representations of such information to be used for statistical and/or fraud prevention purposes. By initiating any such transaction, you hereby consent to the foregoing disclosure and use of your information.
9.3. Termination of Individual Subscriber or Team-Paying Subscriber. As to an Individual Subscriber or a Team-Paying Subscriber, this Agreement shall continue until you cancel your subscription or until terminated by HTM. You may cancel your subscription at any time. If you cancel after your subscription renewal date, you will not receive a refund for any amounts that have been charged. Your cancellation will be effective at the end of your then-current subscription period, subject to applicable law, and you may use the Services until your cancellation is effective (unless your access is suspended or terminated as set forth below). HTM may deny you access to all or any part of the Services or terminate your account with or without prior notice if you engage in any conduct or activities that HTM determines, in its sole, exclusive and unfettered discretion, violate this Agreement or the rights of HTM or any third party, or is otherwise inappropriate or objectionable. Without limitation, HTM may deny you access to the Services, or terminate this Agreement and your account, if your use of the Services exceeds the limitations or restrictions of this Agreement. Upon termination of your account(s), your right to use and access the Service and any of its content will immediately cease. All provisions of this Agreement that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability and miscellaneous provisions.
9.4. Termination of Enterprise Subscriber. As to an Enterprise Subscriber, either party may terminate this Agreement by notice if the other party breaches any material term of this Agreement and fails to cure such breach within thirty (30) days after receipt of notice of the breach from the non-defaulting party. HTM may suspend the Service upon notice if Enterprise Subscriber fails to make any payment required under any purchase order or invoice rendered by HTM or other agreement between the parties and fails to cure such breach within ten (10) days after receipt of notice of the breach from HTM. Any such suspension or termination shall be without limitation of any other right or remedy available to the terminating party. HTM may terminate this Agreement for convenience upon sixty (60) days’ prior written notice without liability to you. Following a termination pursuant to the immediately preceding sentence, HTM shall refund the pro rata portion of any Fees relating to the remaining term, as applicable. Either HTM or you may terminate this Agreement immediately upon notice to the other party if the other party has a receiver or similar party appointed for all or substantially all of its property, is declared insolvent by a court of competent jurisdiction, ceases to do business in the ordinary course, files a petition in bankruptcy or has a petition filed against it in bankruptcy, becomes the subject of any court or administrative proceeding related to its liquidation or insolvency (whether voluntary or involuntary) that is not dismissed within ninety (90) days, or makes an assignment for the benefit of its creditors. If this Agreement is terminated or otherwise expires for any reason you shall promptly return to HTM or destroy, as directed by HTM, all confidential information, HTM IP and other materials in your possession or under your control belonging to HTM, and all rights and licenses granted hereunder shall terminate and be revoked. Upon termination of this Agreement, your right, and your Authorized Users’ right, to use and access the Service, and any of its content, will immediately cease and be revoked.
10.1. “Mobile Services” means certain software and services that are available via a mobile device, including (i) the ability to upload data to the Service via a mobile device, (ii) the ability to use the Service from a mobile device, and (iii) the ability to access certain features through an application downloaded and installed on a mobile device.
10.2. Wireless Carriers. To the extent you access the Mobile Services through a mobile device, your wireless carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.
10.3. Notifications and Messages. By using the Mobile Services, you agree that we may communicate with you regarding HTM and other entities by SMS, MMS, text message or other electronic means to your mobile device for the purpose of providing the applicable service and that certain information about your usage of the Mobile Services may be communicated to us. In the event you change or deactivate your mobile telephone number, you agree to promptly update your HTM account information to ensure that your messages are not sent to the person that acquires your old number. In the event that you fail to comply with the obligation to promptly update your HTM account information when changing or deactivating your mobile telephone number, you accept full responsibility for any of your messages, which may not be delivered or may be sent to the person that acquires your old number.
YOU EXPRESSLY AGREE THAT USE OF THE SERVICE (INCLUDING, WITHOUT LIMITATION, MOBILE SERVICES), IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, HTM, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. HTM DOES NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED OR THAT SERVICE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR ANY OTHER HARMFUL COMPONENTS. HTM DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE CONTENT OR DATA ON THE SERVICE, WITH RESPECT TO THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. HTM DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCTS, OR SERVICES ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED SERVICES OR FEATURED IN ANY OTHER ADVERTISING, AND HTM WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF PRODUCTS OR SERVICES THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
IN NO EVENT SHALL HTM, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM YOUR USE OF THE SERVICE (INCLUDING, WITHOUT LIMITATION, MOBILE SERVICES), OR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR DATA, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR DATA OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT OR DATA POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT HTM IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. YOU SPECIFICALLY ACKNOWLEDGE THAT HTM SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. IN NO EVENT WILL HTM’S TOTAL AGGREGATE LIABILITY TO YOU UNDER THIS AGREEMENT EXCEED THE AMOUNT PAID BY YOU TO USE THE SERVICE DURING THE PRIOR TWELVE (12) MONTHS. YOU AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK AND IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN HTM AND YOU. YOU UNDERSTAND THAT THE SITE, SERVICES AND SOFTWARE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. CERTAIN JURISDICTIONS MAY NOT ALLOW THE LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless HTM, its affiliates and subsidiaries, and each of their, officers, directors, managers, members, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, settlements, costs or debt, and expenses (including but not limited to attorneys’ fees) arising from, without limitation: (i) your use of and access to the Service (including, without limitation, Mobile Services); (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a user or third party. HTM may assume the exclusive defense and control of any matter for which users have agreed to indemnify HTM and you agree to assist and cooperate with HTM in the defense or settlement of any such matters. This defense and indemnification obligation will survive the termination of this Agreement and your use of the Service. 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.
14.1. Governing Law. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles.
14.2. Mandatory Arbitration. For any dispute you have with HTM, you agree to first contact HTM and attempt to resolve the dispute informally by emailing customer support at support@hiretual.com. If HTM has not been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to this Agreement by binding arbitration by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. The party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to HTM should be sent to 2525 E Charleston Road, Suite 104, Mountain View, CA 94043. The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If HTM and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or HTM may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by HTM or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or HTM is entitled. The arbitration will be conducted in San Francisco County, California, in the United States. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. If your claim is for $10,000 or less, HTM agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties. This arbitration agreement survives the termination of this Agreement between you and HTM.
14.3. Waivers of Class Action and Trial by Jury. YOU AND HTM BOTH WAIVE ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION INVOLVING DISPUTES BETWEEN US, AND YOU AND HTM ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. THIS CLASS ACTION WAIVER IS AN ESSENTIAL PART OF OUR ARBITRATION AGREEMENT AND MAY NOT BE SEVERED. IF FOR ANY REASON THIS CLASS ACTION WAIVER IS FOUND UNENFORCEABLE, THEN THE ENTIRE ARBITRATION AGREEMENT WILL NOT APPLY. HOWEVER, THE WAIVER OF THE RIGHT TO TRIAL BY JURY SET FORTH IN THIS SECTION WILL REMAIN IN FULL FORCE AND EFFECT.
14.4. Other Remedies. Notwithstanding the foregoing, either party may bring an individual action in small claims court. Nothing in this Section precludes you from bringing issues to the attention of federal, state or local agencies. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service.
14.5. Time Limitations. YOU HEREBY WAIVE AND FOREVER RELINQUISH ANY STATUTE OF LIMITATIONS OR STATUTE OF REPOSE RELATING IN ANY CLAIM ARISING OUT OF OR RELATED TO THE SERVICE OR THIS AGREEMENT. YOU AND HTM AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICE OR THIS AGREEMENT MUST COMMENCE WITHIN SIX (6) MONTHS AFTER THE CAUSE OF ACTION ACCRUES, REGARDLESS OF WHEN YOU FIRST DISCOVERED OR SHOULD HAVE DISCOVERED THE FACTS SUPPORTING THE CAUSE OF ACTION. YOU HEREBY WAIVE, AND AGREE NOT TO ASSERT, ANY ARGUMENT TO TOLL OR OTHERWISE DELAY THE BEGINNING OF ANY TEMPORAL LIMITATIONS TO BRING A CLAIM ARISING OUT OF OR RELATED TO THE SERVICE OF THIS AGREEMENT. YOU FURTHER AGREE THAT UPON EXPIRATION OF THE TIME LIMITATION HEREIN YOU SHALL NO LONGER HAVE ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICE OF THIS AGREEMENT.
In order to cooperate with legitimate governmental requests, subpoenas or court orders, to protect HTM’s systems and users, or to ensure the integrity and operation of HTM’s business and systems, HTM may access and disclose any information it considers necessary or appropriate, including, without limitation, account information (i.e. name, email address, etc.), IP addressing and traffic information, usage history, and posted User Content. HTM’s right to disclose any such information, as applicable, shall be pursuant to the terms of HTM’s Privacy Policy. Please see HTM’s Privacy Policy for the terms of our personal information collection and use practices with respect to the Service.
Under California Civil Code Section 1789.3, California users of the online services are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
By accessing or using the Service, or submitting information, you acknowledge that you accept the practices and policies outlined in this Agreement and consent to having your data transferred to and processed in the United States. If you do not agree to the terms of this Agreement, please do not use the Service. The Service is controlled and operated by HTM from the United States. We do not represent or warrant that the Service, or any part thereof, is appropriate or available for use in any particular jurisdiction. Those who choose to access the Service, do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. We may limit the availability of the Service, in whole or in part, to any person, geographic area or jurisdiction that we choose, at any time and in our sole discretion.
This Agreement, including, without limitation, these Terms of Service, together with the Privacy Policy and any other legal notices published by us on the Service, shall constitute the entire agreement between you and HTM concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and HTM’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. We reserve the right to amend this Agreement, including, without limitation, these Terms of Service and the Privacy Policy, at any time and without notice, and it is your responsibility to review this Agreement, including, without limitation, these Terms of Service and the Privacy Policy for any changes. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by HTM without restriction. HTM reserves the right at any time to (i) change any information, specifications, features or functions of the Service, including any Trial, (ii) suspend or discontinue, temporarily or permanently, any or all of the Service or any Trial, including the availability of any feature, database or content, or (iii) impose limits on certain features and Services or restrict access to parts or all of the Services, including any Trial, in each case with or without prior notice and without any liability to you or any third party. HTM will use its commercially reasonable efforts to notify you of changes to the Services and/or Software that, in HTM’s reasonable opinion, have the effect of materially and adversely diminishing the functionality of the Service to which you have subscribed. If HTM is unable to perform any obligation under this Agreement because of any matter beyond its reasonable control, such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes (whether or not involving employees of HTM), acts of local or central government or other competent authorities, problems with telecommunications providers, hostile network attacks or other events beyond HTM’s reasonable control (each, a “Force Majeure Event”), HTM will have no liability to you for such failure to perform; provided, however, that HTM shall resume performance promptly upon removal of the circumstances constituting the Force Majeure Event. If any Force Majeure Event continues for more than sixty (60) days, either HTM or you may terminate this Agreement by delivery of written notice to the other party. You will remain responsible for all Fees incurred through the last day the Services were available. If you and HTM have executed a separate Subscription Agreement applicable to your access to and use of the Service, then the terms and conditions of such Subscription Agreement shall prevail to the extent of any conflict with the terms and conditions of this Agreement. In all other cases, this Agreement constitutes the entire agreement between HTM and you with respect to its subject matter, and supersedes all prior communications and proposals, whether electronic, oral or written, between HTM and you. No waiver or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of each party. Your use of the Service following any amendment, addition, modification, change or revision of this Agreement will signify your assent to and acceptance of its terms.
If you have any questions, feedback or to report a violation regarding these Terms of Service, you may email us at support@hiretual.com or contact us by mail addressed to:
HireTeamMate, Inc.
2525 E Charleston Road, Suite 104
Mountain View, CA 94043