EVERYTALENT.NET TERMS AND CONDITIONS
Welcome to the http://www.everytalent.net ("Everytalent") terms and conditions
January 1, 2022
Please read these Terms of Service carefully before accessing or using our website.
Thanks for visiting Everytalent.net operated by Everytale, Inc. (hereinafter “We”, “Our”, or “Us”). When You ("You" individually or the entity that You represent) use Our website (the "Site") or the Everytalent.net including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here (collectively, the "Service"), You are agreeing to Our Terms of Service (the "Agreement") below.
By accessing or using any part of the website, you hereby agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
By visiting our site, you engage in our “Service” and agree to be bound by the terms and conditions (“Terms of Service”,” Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink.
The terms and conditions herein applies to all users of our website, including but without limitation to users who are customers, merchants, regular browsers and/or user generated content contributors.
We reserve the right to update, change or replace any part of these Terms of Service by posting changes and/or updates to our website. It is your sole responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any updates constitutes acceptance of those changes.
When using the service provided herein or opening an account with Everytalent on behalf of a company, entity, or organization (collectively, “Organization”), you represent and warrant that you: (i) are an authorized representative of that Organization with the authority to bind that organization to these Terms of Service and grant the licenses set forth herein; and (ii) agree to these Terms of Service on behalf of such Subscribing Organization.
Thanks for visiting Everytalent.net operated by Everytale, Inc. (hereinafter “We”, “Our”, or “Us”). When You ("You" individually or the entity that You represent) use Our website (the "Site") or the Everytalent.net including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here (collectively, the "Service"), You are agreeing to Our Terms of Service (the "Agreement") below.
By accessing or using any part of the website, you hereby agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
By visiting our site, you engage in our “Service” and agree to be bound by the terms and conditions (“Terms of Service”,” Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink.
The terms and conditions herein applies to all users of our website, including but without limitation to users who are customers, merchants, regular browsers and/or user generated content contributors.
We reserve the right to update, change or replace any part of these Terms of Service by posting changes and/or updates to our website. It is your sole responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any updates constitutes acceptance of those changes.
When using the service provided herein or opening an account with Everytalent on behalf of a company, entity, or organization (collectively, “Organization”), you represent and warrant that you: (i) are an authorized representative of that Organization with the authority to bind that organization to these Terms of Service and grant the licenses set forth herein; and (ii) agree to these Terms of Service on behalf of such Subscribing Organization.
About us (“Everytalent Inc.”)?
Everytalent is a dynamic online recruitment tool registered at 2093 Philadelphia Pike #7550 Claymont, Delaware, 19703. The platform, assesses job candidates’ abilities and competencies before matching them with positions based on their assessment results and other hiring criteria.
Everytalent is a dynamic online recruitment tool registered at 2093 Philadelphia Pike #7550 Claymont, Delaware, 19703. The platform, assesses job candidates’ abilities and competencies before matching them with positions based on their assessment results and other hiring criteria.
Scope
These Terms are intended to supplement and not to replace any existing agreements between you and us regarding services offered.
Your use of the website is at user discretion and at your sole risk. EVERYTALENT is not responsible for any harm that may result or arise out of use of the website.
These Terms are intended to supplement and not to replace any existing agreements between you and us regarding services offered.
Your use of the website is at user discretion and at your sole risk. EVERYTALENT is not responsible for any harm that may result or arise out of use of the website.
01. Registration
The Services are not available to persons under the age of 13. If you are between the ages of 13 and the age of legal majority in your jurisdiction of residence, you may only use the Everytalent.net Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms of Service.
a. Account and Password
In order to have access to our service as a Corporation or Company, you are required to register for an account on the Site, you hereby agree to (1) provide us with true, accurate, current, and complete information about Yourself as requested on the registration form ("Registration Data"), and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
You are solely responsible for all activities that occur under Your account whether performed by You or a third party. If You provide any Content ("Content" this means any personal identifiable information that You post, transmit, or submit through Our Service) that is untrue, inaccurate, not current, or incomplete, we have the right to suspect that such Content is untrue, inaccurate, not current, or incomplete, Everytalent.net has the right to suspend or terminate Your account and refuse any and all current or future use of the Site and/or Service.
You hereby agree not to create an account using a false identity or information, or on behalf of somebody other than Yourself, or have more than one account. You agree not to create an account or use the Site or Service if Your account has been previously suspended by Everytalent.net, or if You have been previously banned from the Site or Service.
You are solely responsible for maintaining the confidentiality of your account, your password and for restricting access to your computer. If you permit others to use your account credentials, you agree to these Terms of Service on behalf of all other persons who use the Services under your account or password, and you are responsible for all activities that occur under your account or password. Please make sure the information you provide to Everytalent upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.
In order to have access to our service as a Corporation or Company, you are required to register for an account on the Site, you hereby agree to (1) provide us with true, accurate, current, and complete information about Yourself as requested on the registration form ("Registration Data"), and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
You are solely responsible for all activities that occur under Your account whether performed by You or a third party. If You provide any Content ("Content" this means any personal identifiable information that You post, transmit, or submit through Our Service) that is untrue, inaccurate, not current, or incomplete, we have the right to suspect that such Content is untrue, inaccurate, not current, or incomplete, Everytalent.net has the right to suspend or terminate Your account and refuse any and all current or future use of the Site and/or Service.
You hereby agree not to create an account using a false identity or information, or on behalf of somebody other than Yourself, or have more than one account. You agree not to create an account or use the Site or Service if Your account has been previously suspended by Everytalent.net, or if You have been previously banned from the Site or Service.
You are solely responsible for maintaining the confidentiality of your account, your password and for restricting access to your computer. If you permit others to use your account credentials, you agree to these Terms of Service on behalf of all other persons who use the Services under your account or password, and you are responsible for all activities that occur under your account or password. Please make sure the information you provide to Everytalent upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.
b. Use of Devices Services
Access to the Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing our Services.
Access to the Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing our Services.
02. Company obligation
a. Company Description of Service
As a Company, we have provided this service for you to have the opportunity to find your organization qualified candidate for entry level position and reduce cost involved with hiring and retaining such candidate.
YOU HEREBY ACKNOWLEDGE THAT EVERYTALENT.NET DOES NOT INVESTIGATE INTO THE BACKGROUNDS OF CANDIDATES OR ATTEMPT TO VERIFY THE IDENTITY OF CANDIDATES (ALTHOUGH IT RESERVES THE RIGHT TO CARRY-OUT ANY BACKGROUND CHECK AT ANY TIME USING AVAILABLE PUBLIC RECORDS).
As a Company, we have provided this service for you to have the opportunity to find your organization qualified candidate for entry level position and reduce cost involved with hiring and retaining such candidate.
YOU HEREBY ACKNOWLEDGE THAT EVERYTALENT.NET DOES NOT INVESTIGATE INTO THE BACKGROUNDS OF CANDIDATES OR ATTEMPT TO VERIFY THE IDENTITY OF CANDIDATES (ALTHOUGH IT RESERVES THE RIGHT TO CARRY-OUT ANY BACKGROUND CHECK AT ANY TIME USING AVAILABLE PUBLIC RECORDS).
b. Company/Corporations/Institutions Registration
In order for you to also have access to Everytalent.net service as a Company or Corporations you must register and create account. When registering We may ask You for additional information related to Your company. We will review the information that You provided to us during the registration process and any other information that is publicly available. We reserve the right, in Our sole discretion, to accept or reject Your registration to use Our Site and Service.
In order for you to also have access to Everytalent.net service as a Company or Corporations you must register and create account. When registering We may ask You for additional information related to Your company. We will review the information that You provided to us during the registration process and any other information that is publicly available. We reserve the right, in Our sole discretion, to accept or reject Your registration to use Our Site and Service.
c. Provision of Access
Subject to applicable terms and conditions of this Agreement, Everytalent hereby grant you a revocable, non-exclusive, non-transferable, non-sublicensable, limited right to access and use the services during the Term solely for business operations in accordance with the terms and conditions herein.
Everytalent shall provide you with necessary passwords to have access to our database that consist of Candidate, Talent scores, or information’s. You hereby acknowledge that Everytalent has no delivery obligation and will not provide copies of any software as part of the services.
Everytalent will be entitled, at any time at reason best known to us, to modify the services and/or some of the functionality, content of the services without prior notice as much as such modification does not materially and adversely reduce the functionality of the services.
Subject to applicable terms and conditions of this Agreement, Everytalent hereby grant you a revocable, non-exclusive, non-transferable, non-sublicensable, limited right to access and use the services during the Term solely for business operations in accordance with the terms and conditions herein.
Everytalent shall provide you with necessary passwords to have access to our database that consist of Candidate, Talent scores, or information’s. You hereby acknowledge that Everytalent has no delivery obligation and will not provide copies of any software as part of the services.
Everytalent will be entitled, at any time at reason best known to us, to modify the services and/or some of the functionality, content of the services without prior notice as much as such modification does not materially and adversely reduce the functionality of the services.
d. Data License
Subject to the terms and conditions contained herein in this agreement, Everytalent grants you a non-exclusive, non-sublicensable, non-transferable license to employees, consultants, contractors, users, end-users, and agents of the company to use the Data provided during the Term solely for business purposes in connection with use of the services provided by Everytalent.
Subject to the terms and conditions contained herein in this agreement, Everytalent grants you a non-exclusive, non-sublicensable, non-transferable license to employees, consultants, contractors, users, end-users, and agents of the company to use the Data provided during the Term solely for business purposes in connection with use of the services provided by Everytalent.
e. Use Restriction
You hereby agree not to, or permit any employees, consultants, contractors, users, end-users, and agents of the company to, use the services, any software component of the services, or Data provide for any purposes other than the scope of the access granted here in this Agreement. Furthermore, you hereby agree not to, or permit any employees, consultants, contractors, users, end-users, and agents of the company to at any time, directly or indirectly, (i) copy, modify, or create derivative works of the Services, any software component of the Services, or Data, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or Data except as expressly permitted under this Agreement; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services or Data Provided; (v) use the Services or Data provided in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule; or (vi) use the Services in a manner that violates any local, state, or federal law or regulation.
You hereby agree not to, or permit any employees, consultants, contractors, users, end-users, and agents of the company to, use the services, any software component of the services, or Data provide for any purposes other than the scope of the access granted here in this Agreement. Furthermore, you hereby agree not to, or permit any employees, consultants, contractors, users, end-users, and agents of the company to at any time, directly or indirectly, (i) copy, modify, or create derivative works of the Services, any software component of the Services, or Data, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or Data except as expressly permitted under this Agreement; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services or Data Provided; (v) use the Services or Data provided in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule; or (vi) use the Services in a manner that violates any local, state, or federal law or regulation.
f. Reservation of Rights
Everytalent reserves all rights not expressly granted to Company in this Agreement. Except for the limited right and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Company, Corporations or any third-party any intellectual property rights or other right, title, or interest in or to the Everytalent IP.
Everytalent reserves all rights not expressly granted to Company in this Agreement. Except for the limited right and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Company, Corporations or any third-party any intellectual property rights or other right, title, or interest in or to the Everytalent IP.
g. Suspension
Notwithstanding anything to the contrary in this Agreement, Everytalent may temporarily suspend your access to any portion or all of the Services to perform scheduled maintenance or to stop a violation of Paragraph 2(e) (Use Restrictions) to prevent material harm to Us or Users as required by applicable law.
Everytalent will from time-to-time use reasonable efforts to provide prior notice of any limitation or suspension of account so as to allow you plan ahead of time. There may be some circumstances, such as security emergencies, where it is not possible for Us to provide you with a prior notice. We will ensure we provide you with commercially reasonable efforts to narrow the scope and duration of the limitation or suspension as is needed to resolve the issue that prompted Us to such action.
Notwithstanding anything to the contrary in this Agreement, Everytalent may temporarily suspend your access to any portion or all of the Services to perform scheduled maintenance or to stop a violation of Paragraph 2(e) (Use Restrictions) to prevent material harm to Us or Users as required by applicable law.
Everytalent will from time-to-time use reasonable efforts to provide prior notice of any limitation or suspension of account so as to allow you plan ahead of time. There may be some circumstances, such as security emergencies, where it is not possible for Us to provide you with a prior notice. We will ensure we provide you with commercially reasonable efforts to narrow the scope and duration of the limitation or suspension as is needed to resolve the issue that prompted Us to such action.
03. Candidate obligation
a. Candidate Description of Service
Everytalent is a dynamic online recruitment platform, powered by AI, that helps Company or Corporation assess Candidates’ abilities and competencies before matching them with positions based on their assessment result and other hiring criteria.
Everytalent is a dynamic online recruitment platform, powered by AI, that helps Company or Corporation assess Candidates’ abilities and competencies before matching them with positions based on their assessment result and other hiring criteria.
b. Candidate Registration
In order for you to also have access to Everytalent.net service as a Candidate or Talents you must register and create account. When registering with Everytalent.net, We may require You to provide us information such as Your name, e-mail address, educational background and skill set.
We will review the information that You provided to us during the registration process and any other information that is publicly available. We reserve the right, in Our sole discretion, to accept or reject Your registration to use Our Site and Service.
In order for you to also have access to Everytalent.net service as a Candidate or Talents you must register and create account. When registering with Everytalent.net, We may require You to provide us information such as Your name, e-mail address, educational background and skill set.
We will review the information that You provided to us during the registration process and any other information that is publicly available. We reserve the right, in Our sole discretion, to accept or reject Your registration to use Our Site and Service.
04. Your responsibilities
a. Acceptable Use Policy
This website contains proprietary notices and copyright information, and by consenting to use this website, you agree to observe and abide by the following.
By using this website, you assume full responsibility for the protection of your computer system including but not limited to your computer software and hardware, stored data on your computer system and the stored data and computer systems included hardware and software of third parties who may access or be otherwise connected to your computer systems.
You will assume the responsibility of ensuring that programs or other data downloaded or otherwise received from this website are free from Viruses, Worms, Trojan horses or other items of a destructive nature.
By using this website, you accept not to attempt publishing, sending or uploading malicious contents onto the website with the intention of disrupting the website or compromise the website functionality.
This website contains proprietary notices and copyright information, and by consenting to use this website, you agree to observe and abide by the following.
By using this website, you assume full responsibility for the protection of your computer system including but not limited to your computer software and hardware, stored data on your computer system and the stored data and computer systems included hardware and software of third parties who may access or be otherwise connected to your computer systems.
You will assume the responsibility of ensuring that programs or other data downloaded or otherwise received from this website are free from Viruses, Worms, Trojan horses or other items of a destructive nature.
By using this website, you accept not to attempt publishing, sending or uploading malicious contents onto the website with the intention of disrupting the website or compromise the website functionality.
05. Data security policy
We take the appropriate and reasonable measures to ensure that data transported electronically to us through the website or otherwise and stored by us or otherwise is not accessed by an unauthorized third party/parties.
You accept the risk that data transmitted electronically to us via this website or otherwise may be intercepted before reaching us, or accessed from our data storage means by third parties' unauthorized by us, and may be exploited unlawfully by such unauthorized third parties. We do not assume responsibility for guarding against the access of such unauthorized third parties'.
You accept the risk that data transmitted electronically to us via this website or otherwise may be intercepted before reaching us, or accessed from our data storage means by third parties' unauthorized by us, and may be exploited unlawfully by such unauthorized third parties. We do not assume responsibility for guarding against the access of such unauthorized third parties'.
06. Viruses and other computer misuse
We do not guarantee in a particular way that our website shall be entirely free or secured from bugs, viruses or other malicious contents. You are responsible for configuring your computer programs, gadgets, information technology, and platform to access our site. You are advised to always use your own virus protection software.
You also agree not to misuse our website by knowingly introducing viruses, Trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorized access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would be construed to have committed a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will cooperate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.
You also agree not to misuse our website by knowingly introducing viruses, Trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorized access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would be construed to have committed a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will cooperate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.
07. Privacy policy and personal information
Your privacy and personal information are important to us. Any personal information that you provide to us will be dealt with in line with our privacy policy, which explains what personal information we collect from you, how and why we collect, store, use and share such information, your rights in relation to your personal information and how to contact us and supervisory authorities in the event you have a query or complaint about the use of your personal information. To view our privacy policy, click here.
08. Errors, inaccuracies and omissions
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, 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.
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, 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.
09. Operation, availability and functionalities of the website
We shall try as far as possible to maintain the website accessible 7 days a week and 24 hours a day. Nevertheless, access to the website may be temporarily suspended, without notice, owing to technical maintenance, migration or update operations, or owing to outages or constraints linked to the operation of the network. Furthermore, we reserve the right to modify or suspend all or part of access to the website or its functionalities, at its sole discretion, temporarily or permanently.
10. Intellectual property ownership; feedback
a. Ownership
The design of the Service along with Everytalent.net created text, scripts, graphics, interactive features and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to Everytalent.net, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. We reserve all rights in and to the Service and the Site. You agree to not engage in the use, copying, or distributing any content contained within the Site or through the Service unless We have given You express written permission to do so.
The design of the Service along with Everytalent.net created text, scripts, graphics, interactive features and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to Everytalent.net, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. We reserve all rights in and to the Service and the Site. You agree to not engage in the use, copying, or distributing any content contained within the Site or through the Service unless We have given You express written permission to do so.
b. Everytalent Content
Except for the User Content (as defined in clause 10c below) the: (i) content of service, including, without limitation, the text, information, documents, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”), (ii) the trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “Everytalent Content”), are the property of Everytalent and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “Everytalent”, and the logo are Marks of Everytalent and its affiliates.
Except for the User Content (as defined in clause 10c below) the: (i) content of service, including, without limitation, the text, information, documents, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”), (ii) the trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “Everytalent Content”), are the property of Everytalent and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “Everytalent”, and the logo are Marks of Everytalent and its affiliates.
c. User Content and Use Derived Content
You are solely responsible for all interactions, text, documents or other content or information uploaded, entered or otherwise transmitted by you in connection with your use of the Services and/or Software (“User Content”) and the User Derived Content (as defined below). User Content and/or User Derived Content may include, among other things, mistakes, typos, wording, and text contained in the content or information transmitted by you. To the maximum extent permitted by law, Everytalent shall have no liability to you with respect to the User Content and or the User Derived Content, including, without limitation, liability with respect to: (i) any information (including your confidential information) contained in or apparent from any User Content and/or the User Derived Content; and/or (ii) any copy right infringement claim or another infringement claim by a third party in relation to or in connection with the User Content and/or the User Derived Content. You warrant, represent and covenant that: (i) you own or have a valid and enforceable license and all the necessary rights to use, submit or transmit all User Content and use the Service and the Software; (ii) that no User Content or User Derived Content (as defined below) infringes, misappropriates or violates or will infringe, misappropriate or violate, the rights (including, without limitation, any copyrights or other intellectual property rights) of any person or entity or any applicable law, rule or regulation of any government authority of competent jurisdiction; (iii) all summaries, content or text derived or extracted from the User Content using the Summarization Service and/or Software ("User Derived Content") shall be used by the User for personal use only; and (iv) the User shall not disseminate or distribute the User Content or User Derived Content in breach of any applicable law or third party's intellectual property rights or other rights. You acknowledge that the Services and the Software do not operate as an archive or file storage service. You are solely responsible for the backup of User Content and other safe guards appropriate for your needs. You retain all right, title, and interest in and to your User Content. To the maximum extent permitted by law, by uploading or entering any User Content, you give Everytalent (and those it works with) a nonexclusive, worldwide, royalty-free and fully-paid, transferable and sub-licensable, perpetual, and irrevocable license to copy, store and use your User Content in order to (i) provide the Software and Services; (ii) administer and make improvements to the Software and Services (including, to improve the algorithms underlying the Software and the Services); and (iii) collect and analyze anonymous information. To the extent that User Content contains any third party data, you hereby warrant to have obtained all required consents from such third party to allow Everytalent to use the User Content as set forth above.
You are solely responsible for all interactions, text, documents or other content or information uploaded, entered or otherwise transmitted by you in connection with your use of the Services and/or Software (“User Content”) and the User Derived Content (as defined below). User Content and/or User Derived Content may include, among other things, mistakes, typos, wording, and text contained in the content or information transmitted by you. To the maximum extent permitted by law, Everytalent shall have no liability to you with respect to the User Content and or the User Derived Content, including, without limitation, liability with respect to: (i) any information (including your confidential information) contained in or apparent from any User Content and/or the User Derived Content; and/or (ii) any copy right infringement claim or another infringement claim by a third party in relation to or in connection with the User Content and/or the User Derived Content. You warrant, represent and covenant that: (i) you own or have a valid and enforceable license and all the necessary rights to use, submit or transmit all User Content and use the Service and the Software; (ii) that no User Content or User Derived Content (as defined below) infringes, misappropriates or violates or will infringe, misappropriate or violate, the rights (including, without limitation, any copyrights or other intellectual property rights) of any person or entity or any applicable law, rule or regulation of any government authority of competent jurisdiction; (iii) all summaries, content or text derived or extracted from the User Content using the Summarization Service and/or Software ("User Derived Content") shall be used by the User for personal use only; and (iv) the User shall not disseminate or distribute the User Content or User Derived Content in breach of any applicable law or third party's intellectual property rights or other rights. You acknowledge that the Services and the Software do not operate as an archive or file storage service. You are solely responsible for the backup of User Content and other safe guards appropriate for your needs. You retain all right, title, and interest in and to your User Content. To the maximum extent permitted by law, by uploading or entering any User Content, you give Everytalent (and those it works with) a nonexclusive, worldwide, royalty-free and fully-paid, transferable and sub-licensable, perpetual, and irrevocable license to copy, store and use your User Content in order to (i) provide the Software and Services; (ii) administer and make improvements to the Software and Services (including, to improve the algorithms underlying the Software and the Services); and (iii) collect and analyze anonymous information. To the extent that User Content contains any third party data, you hereby warrant to have obtained all required consents from such third party to allow Everytalent to use the User Content as set forth above.
d. Feedback
If We receives any feedback (e.g., questions, comments, suggestions or the like) regarding any of the Services and/or Software (collectively, “Feedback”), all rights, including Intellectual Property Rights in such Feedback shall belong exclusively to Everytalent and that such shall be considered Everytalent's Confidential Information. You hereby irrevocably, fully and unconditionally transfer and assign to Everytalent all Intellectual Property Rights and remaining rights you have in such Feedback, without any further step or payment being necessary, and waive any and all moral rights you may have in respect thereto, and the right to assert or take legal action in connection with such rights. It is further understood that use of Feedback, if any, may be made by Everytalent at its sole discretion, and that Everytalent in no way shall be obliged to make use of any kind of the Feedback or part thereof.
If We receives any feedback (e.g., questions, comments, suggestions or the like) regarding any of the Services and/or Software (collectively, “Feedback”), all rights, including Intellectual Property Rights in such Feedback shall belong exclusively to Everytalent and that such shall be considered Everytalent's Confidential Information. You hereby irrevocably, fully and unconditionally transfer and assign to Everytalent all Intellectual Property Rights and remaining rights you have in such Feedback, without any further step or payment being necessary, and waive any and all moral rights you may have in respect thereto, and the right to assert or take legal action in connection with such rights. It is further understood that use of Feedback, if any, may be made by Everytalent at its sole discretion, and that Everytalent in no way shall be obliged to make use of any kind of the Feedback or part thereof.
11. Indemnity
To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless Everytalent and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of, or inability to use, the Software (ii) your violation of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; and (iv) a third party claim relating to or in connection with the User Content and/or the User Derived Content (including but not limited to a claim for copyright infringement or related to intellectual property or proprietary rights). Without derogating from or excusing your obligations under this section, we reserve the right (at your own expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to an indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to an indemnification by you without first obtaining our express approval.
12. Disclaimers
a. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU ACKNOWLEDGE THAT THE SERVICE, THE EVERYTALENT CONTENT, AND ANY OTHER GOODS AND/OR SERVICES PROVIDED OR MADE AVAILABLE BY EVERYTALENT HEREUNDER OR RELATED THERETO (COLLECTIVELY, THE "EVERYTALENT MATERIALS") ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS, AND WITHOUT ANY REPRESENTATION, WARRANTY, GUARANTEE, OR CONDITION OF ANY KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY OR ARISING FROM A COURSE OF DEALING, LAW, USAGE, OR REGARDING SECURITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET POSSESSION, NON-INFRINGEMENT, TITLE, QUIET ENJOYMENT, RELIABILITY, OR THAT OTHERWISE ARISE FROM A COURSE OF PERFORMANCE OR DEALING, OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY DISCLAIMED BY EVERYTALENT, ITS SUPPLIERS, AND LICENSORS.
b. TO THE MAXIMUM EXTEN BT PERMITTED BY LAW, EVERYTALENT AND ITS LICENSORS DO NOT MAKE ANY REPRESENTATION, WARRANTY, GUARANTEE OR CONDITION: (A) REGARDING THE EFFECTIVENESS, USEFULNESS, RELIABILITY, TIMELINESS, COMPLETENESS, OR QUALITY OF EVERYTALENT MATERIALS, THE SERVICES OR THE SOFTWARE; (B) THAT YOUR USE OF EVERYTALENT MATERIALS, THE SERVICES OR THE SOFTWARE WILL BE UNINTERRUPTED, SECURE OR ERRORFREE; (C) REGARDING THE OPERATION OF ANY NETWORKS, THE PASSING OR TRANSMISSION OF DATA VIA ANY NETWORKS OR THE CLOUD, OR ANY OTHER CELLULAR ORDATA CONNECTIVITY PROBLEMS; OR (D) REGARDING THE SATISFACTION OF, OR COMPLIANCE WITH, ANY LAWS, REGULATIONS, OR OTHER GOVERNMENT OR INDUSTRY RULES OR STANDARDS. WE DO NOT WARRANT THAT THE CONTENT AVAILABLE ON, OR GENERATED BY, THE SOFTWARE OR THE SERVICE IS ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE AND/OR THAT THE SERVICE OR THE SOFTWARE IS FREE OF VIRUSES OR OTHER HARMFUL CODE. WE RESERVE THE RIGHT TO MAKE CHANGES IN OR TO THE CONTENT, THE SOFTWARE AND/OR THE SERVICES, OR ANY PART THEREOF, WITHOUT GIVING YOU ANY NOTICE PRIOR TO OR AFTER MAKING SUCH CHANGES. EVERYTALENT WILL NOT BE LIABLE OR OBLIGATED IN RESPECT OF DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR HOSTING PROVIDERS.
c. YOU ARE ADVISED NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE EXTENSION. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH THE USE OF THE SOFTWARE OR SERVICE. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM YOUR USE OF THE SERVICES AND/OR FOR ANY TECHNICAL PROBLEMS INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
d. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO TO THAT EXTENT SUCH EXCLUSIONS MAY NOT APPLY.
13. Limitation of liability
Notwithstanding anything to the contrary and to the fullest extent permissible by law, in no event shall either party, its affiliates, or any licensor or supplier of everytalent, be liable under, or otherwise in connection with, this agreement, for: (a) any consequential, indirect, special, incidental, or punitive damages; (b) any loss of profits, loss of business, loss of revenue, loss of anticipated savings, or wasted expenditure; (c) any loss of, or damage or interruption to, data, networks, information systems, reputation, or goodwill; and/or (d) the cost of procuring any substitute goods or services. To the maximum extent permited by law, the combined aggregate liability of everytalent and its affiliates under, or otherwise in connection with, this agreement, the software and the service shall not exceed the amount actually paid (if any) by you to everytalent under this agreement in the three (3) month period immediately preceding the date giving rise to liability. The foregoing exclusions and limitation shall apply: (a) to the maximum extent permitted by applicable law; (b) even if a party has been advised, or should have been aware, of the possibility of losses, damages, or costs; (c) even if any remedy in this agreement fails of its essential purpose; and (d) regardless of the theory or basis of liability, and whether in contract, tort (including without limitation for negligence or breach of statutory suty), misrepresentation, restitution,or otherwise.
14. Confidentiality
You may have access to certain non-public or proprietary information and materials of Everytalent and/or its Affiliates, whether in tangible or intangible form ("Confidential Information"). You shall take commercially reasonable measures to protect the Everytalent’s Confidential Information within your possession or control, from misuse or disclosure to a third party. You shall use the Everytalent's Confidential Information solely for the purposes of performing under this Agreement. In the event that you are required to disclose Confidential Information of Everytalent pursuant to any Law, regulation, or governmental or judicial order, you will (a) promptly notify Everytalent in writing of such Law, regulation or order, (b) reasonably cooperate with Everytalent in opposing such disclosure, (c) only disclose to the extent required by such Law, regulation or order (as the case may be).
15. Export laws
You agree to comply fully with all applicable export laws and regulations to ensure that neither the Software and/or the Services nor any technical data related thereto are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.
16. Updates and upgrades
We may from time to time and our discretion provide updates or upgrades to the Services (each a “Revision”), but are not under any obligation to do so. Such Revisions will be supplied according to our then-current policies, which may include automatic updating or upgrading without any additional notice to you. You consent to any such automatic updating or upgrading of the service. All references herein to the Service shall include Revisions. This Agreement shall govern any Revisions that replace or supplement the original service, unless the Revision is accompanied by a separate license agreement which will govern the Revision.
17. General
a. Entire Agreement
This Agreement, together with any other documents incorporated herein by reference, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.
This Agreement, together with any other documents incorporated herein by reference, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.
b. Notices
All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice “) must be in writing and addressed to the Parties at the addresses set forth in the applicable order form or to such other address that may be designated by the Party giving Notice from time to time in accordance with this Section. All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), email (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving Party; and (ii) if the Party giving the Notice has complied with the requirements of this Section.
All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice “) must be in writing and addressed to the Parties at the addresses set forth in the applicable order form or to such other address that may be designated by the Party giving Notice from time to time in accordance with this Section. All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), email (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving Party; and (ii) if the Party giving the Notice has complied with the requirements of this Section.
c. Force Majeure
In no event shall Everytalent be liable to Customer, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond Everytalent’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.
In no event shall Everytalent be liable to Customer, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond Everytalent’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.
d. Amendment and Modification; Waiver
No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party. No waiver by any Party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement: (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof; and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party. No waiver by any Party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement: (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof; and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
e. Severability
If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to affect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to affect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
f. Governing Law
This Agreement is governed by and construed in accordance with the laws of the State of Delaware, United State of America.
This Agreement is governed by and construed in accordance with the laws of the State of Delaware, United State of America.
17. General
Questions about the Terms and Condition of Use Contact Us info@everytalent.net