Talent General Terms
This Section I discusses the types of users that may access and use the talent-related services on our websites, the terms and conditions that apply to such access and use, as well as the procedure for account registration on our websites.
WHO
These StartupCentrum Talent General Terms (the “General Terms”) are a binding agreement between you (“User” or “you”) and us, Centrum Technology Inc. (“StartupCentrum”, “us”, “we” or “our”, etc.) that governs your access and use of the talent-related products and services on our website startupcentrum.com (the “Site”).
There are two types of Users on the Site:
If you are not a Candidate or an Employer, for example, if you are an external third-party recruiter or agency (including talent marketplaces), then you may not use the Site or the Services for any purpose.
WHAT
We and our designated affiliates provide a variety of products and services through the Site to facilitate the recruitment and hiring of Candidates by Employers as listed below (collectively, the “Services”), each of which are described in further detail in corresponding service-specific terms (“Service Terms”) linked below and incorporated herein by reference:
Service |
Service Terms |
If you don't agree with any provision of the Terms, you may not use the Site or the Services.
StartupCentrum and its affiliates are not obligated to provide you with any support, updates, enhancements, or fixes for the Site or Services (collectively, “Updates”). StartupCentrum may occasionally provide Updates to the Site or Services at its sole discretion (and without any advanced notification to you). Any such Updates shall become part of the Services and subject to the Terms.
HOW
If you want to use the Services, you will need to create an account (“Account”) and fill out an associated User profile. It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you will notify us immediately of any unauthorized use of your Account. You are responsible for all activities that occur under your Account, whether or not you know about them.
If you are an Employer you may have the ability to grant the Accounts of other Users certain permissions (“Permissioned Users”) to act on your behalf in certain respects, such as for recruiting and/or candidate outreach purposes. By granting such permissions you hereby represent and warrant that (i) any such Permissioned User is authorized to act on your behalf; (ii) you are financially responsible for any such Permissioned User’s actions taken in accordance with such permissions, including, if applicable, the execution of binding contracts on your behalf; and (iii) you will ensure that any such Permissioned User complies with the Terms and be fully and directly liable to StartupCentrum for any act or omission of any such Permissioned User in connection with the Terms, the Site or the Services.
This Section II discusses the parties’ rights with respect to the use, access and control of content, data and information made available on or through the Site and the Services.
Definitions. For purposes of the Terms: (i) “Content” means text, graphics, images, music, software, audio, video, data, works of authorship of any kind, and information or other materials that are posted, generated, provided, transmitted or otherwise made available through the Services; and (ii) “User Content” means any Content that you or any User of your Account provides to be made available through the Services, including, without limitation, any profile information, the content of your communications or postings on the Services, and any other information that you provide to us or another User in connection with the Service.
Our Content Ownership. We do not claim any ownership rights in any User Content and nothing in the Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, and as between the parties, we exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content. You acknowledge and agree that StartupCentrum does not inquire into the backgrounds of its Users or attempt to verify the Content provided by its Users (although it reserves the right to conduct any background check or other screening at any time using available public sources).
Rights in User Content Granted by You. By making any User Content available through the Services you hereby grant to us a non-exclusive, perpetual, irrevocable, transferable, worldwide, royalty-free license, with the right to sublicense through multiple tiers, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating, improving, promoting and providing the Services and Content to you and to other Users.
Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by us on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, rights of publicity or privacy, moral rights, or result in the violation of any applicable law, rule or regulation.
Removal of User Content. You can remove your User Content by specifically deleting it. However, in certain instances, some of your User Content (such as posts or comments you make, your profile information or messages you send) may not be completely removed and copies of your User Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
Right to Control Content. StartupCentrum may, but is not required to, monitor, edit, remove or in any other manner control the Content posted via the Site and Services. Our non-exercise of this right does not give you any right to make a claim against an StartupCentrum Party. Any Content that has been uploaded through the Services may be deleted or modified at any time without notice to you.
III. COVENANTS
This Section III describes the various restrictions and obligations that you must comply with in order to access and use the Site and the Services.
Our goal is to provide the Site and the Services as a platform for Candidates and Employers to connect, communicate and positively develop employment relationships. In order to help us in achieving this goal, you agree that:
You agree that you will not:
This Section IV describes our policies with respect to the collection and use of information obtained through the Services, as well as your confidentiality obligations with respect to communications, identities and other Content available through the Services.
StartupCentrum values your privacy. Please review our Privacy Policy to learn more about how we collect and use information about you via the Services. The Privacy Policy explains how StartupCentrum treats your personal information and protects your privacy when you access the Site or use the Services.
By using the Services you may have an opportunity to see Content created by other Users. You agree not to copy, distribute or disclose that Content or permit any other person to do so.
As a Candidate, you agree to keep all communications received from Employers (other than offers of employment and their terms) confidential and not to disclose any hiring opportunities identified through the Site or Services without the Employer’s permission.
As an Employer, you agree to keep Candidate identities and information confidential. You agree not to disclose any information related to a Candidate within your organization, except as necessary to make hiring related decisions about that Candidate.
As either a Candidate or an Employer, you agree to take appropriate precautions to protect Content you obtain from the Site against misuse or disclosure.
This Section V describes your agreement to release us and our related parties from certain claims related to the Content, the Site and the Services, as well as pay us for any costs or losses we incur that are related to your use of the Site and the Services, your breach of the Terms or your other harmful conduct.
Release. You hereby irrevocably release any claims you may have against StartupCentrum, its affiliates, and the directors, officers, managers, partners, employees, members, owners, shareholders, agents and representatives of the foregoing (the “StartupCentrum Parties”) that are related to:
You are solely responsible for your use of the Site, Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other Users and third parties. Without limiting the generality of the foregoing, Employers and Candidates assume all liability for proper classification of Candidates as independent contractors or employees based on applicable legal guidelines. Employers and Candidates acknowledge that StartupCentrum does not, in any way, supervise, direct, or control the manner, means, or conditions of any work or services performed. StartupCentrum does not set work hours, location of any work pursuant to any contractor relationships. StartupCentrum will not provide either party with training or any equipment, labor or materials needed, or supervision of a Candidate for any engagement. StartupCentrum will not set the rate or method of contractor payment, process contractor invoices, nor will it provide benefits or deduct any amount for withholding, unemployment, Social Security, or other taxes. Employers and Candidates will be solely responsible for all tax returns and payments required to be filed with or made to any federal, state, or local tax authority, with respect to any engagement resulting from their use of the Site or the Services.
You acknowledge and agree that StartupCentrum is not a party to the relationship or any dealings between Users of the Services or the Site, including, without limitation any relationship or dealings between Employers and Candidates. Without limiting the foregoing, you acknowledge that Users are solely responsible for (i) verifying and ensuring the accuracy, completeness and legality of any Content; (ii) determining the suitability of any Candidate for any job or opportunity posted through the Services (including, by way of interviews, vetting, references, background checks and other similar actions); (iii) assessing the reputation, stability and outlook of any Employer, or the quality, benefits and drawbacks of any job posted by an Employer through the Services; or (iv) negotiating and executing any applicable employments offers, letters or agreements between Users;
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE, THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THE TERMS, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED PROVISION.
Indemnity. You agree to defend, indemnify and hold harmless each of the StartupCentrum Parties from and against any claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) (“Losses”) arising from: (a) your or your Permissioned Users’ use of the Site or Services or use of the Site or Services by a third party using your or your Permissioned Users’ login information; (b) your or your Permissioned Users’ violation of the Terms or any applicable law, rule or regulation, or such a violation made by a third party using your or your Permissioned Users’ login information; (c) your or your Permissioned Users’ violation of any third party’s right (including by defamation, fraud, or infringement of intellectual property rights such as copyright, logo, trademark, service mark, trade name, property or privacy right) or any such violation caused by a third party using your or your Permissioned Users’ login information; (d) any amounts awarded against or required to be paid by any StartupCentrum Party in connection with any dispute between or involving you and another User, including, without limitation, disputes arising from an employment, contractual or similar relationship between an StartupCentrum Party and you or another User based on communications you or your Permissioned User (or a third party using your or your Permissioned Users’ login information) made through the Site or Services; (e) any Content you or your Permissioned User (or a third party using your or your Permissioned Users’ login information) shared with other Users through the Site or Services; and (f) your and your Permissioned Users’ negligence, willful misconduct or fraud. You shall pay all reasonable attorneys’ fees, court costs, settlements, disbursements and other defense costs in connection with the Losses arising under this paragraph. Your obligations under the foregoing indemnity may not be offset against any other claim you may have against the any StartupCentrum Parties. You remain solely responsible for all Content that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Site and Services. You agree that the provisions in this paragraph will survive any termination of your Account(s), the Site or the Services.
This Section VI discusses your agreement and understanding that StartupCentrum will not be required to pay you damages in connection with your use of the Site and the Services under most circumstances, and describes the limitations on our potential liability in connection with the Terms.
YOU AGREE AND ACKNOWLEDGE THAT IN NO EVENT SHALL ANY StartupCentrum PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICE OR THE CONTENT, INCLUDING WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LITIGATION COSTS OR A LOSS OF REPUTATION, OPPORTUNITIES, USE, DATA, REVENUE OR PROFITS, WHETHER OR NOT ANY StartupCentrum PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICE, ON ANY THEORY OF LIABILITY RESULTING FROM (1) THE USE OR INABILITY TO USE THE SITE OR SERVICE (INCLUDING ON ACCOUNT OF THE TERMINATION OR SUSPENSION OF YOUR ACCESS TO THE SERVICES OR SITE OR TERMINATION OR SUSPENSION OF YOUR ACCOUNT); (2) STATEMENTS OR CONDUCT OF ANY OTHER PARTY ON THE SITE AND/OR SERVICE; (3) ANY DELETION OR MODIFICATION OF CONTENT YOU OR A THIRD PARTY PROVIDED ON THE SITE OR THROUGH THE SERVICES; OR (4) ANY OTHER MATTER RELATED TO THE SITE AND/OR SERVICE, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. YOU AGREE THAT THE StartupCentrum PARTIES, IN AGGREGATE, SHALL NOT BE LIABLE TO YOU IN CONNECTION WITH THE TERMS, THE SITE OR THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES IN EXCESS OF THE GREATER OF (A) THE FEES PAID BY YOU TO StartupCentrum IN THE PRECEDING TWELVE (12) MONTHS NET OF ANY REFUNDS; OR (B) ONE HUNDRED DOLLARS ($100.00).
THE SITE AND SERVICES MAY CONTAIN OR DELIVER ADVERTISING AND SPONSORSHIPS. ADVERTISERS AND SPONSORS ARE RESPONSIBLE FOR ENSURING THAT MATERIAL SUBMITTED FOR INCLUSION IS ACCURATE AND COMPLIES WITH APPLICABLE LAWS. WE ARE NOT RESPONSIBLE FOR THE ILLEGALITY OR ANY ERROR, INACCURACY OR PROBLEM IN AN ADVERTISER’S OR SPONSOR’S CONTENT.
YOU AGREE AND ACKNOWLEDGE THAT THIS LIMITATION OF LIABILITY IS AN ESSENTIAL PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND StartupCentrum AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF StartupCentrum HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL OF THE FOREGOING EXCLUSIONS AND LIMITATIONS, SO TO THAT EXTENT ONLY, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
VII. DISCLAIMER OF WARRANTIES
This Section VII describes your agreement and understanding that we cannot guarantee that the Site, the Services and the Content will always be available or work properly, as detailed below.
TO THE EXTENT ALLOWED UNDER LAW, THE StartupCentrum PARTIES (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SITE, SERVICES AND CONTENT WILL BE SECURE, FUNCTION WITHOUT DISRUPTION, FAILURE, INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SITE AND SERVICES (INCLUDING ALL CONTENT) ON AN “AS IS” AND “AS AVAILABLE” BASIS.
VIII. COMPANY RIGHTS
This Section VIII discusses our rights with respect to ownership, control and modification of the Site and the Services.
Ownership. All right, title, and interest in and to the Site and Services is and will remain the exclusive property of StartupCentrum and its licensors. The Site and Services are protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided herein, nothing in the Terms gives you a right to use the StartupCentrum name or any of the StartupCentrum trademarks, logos, domain names or other distinctive brand features. You agree not to copy, distribute or disclose any Content contained on the Site or accessible through the Services unless we have given you express written permission to do so.
Right to Change the Services. StartupCentrum reserves the right to discontinue, condition, modify, suspend or limit the Services or access to the Site in any way and at any time, with or without notice to you, without liability.
Right to Terminate User Access. StartupCentrum reserves the right to terminate your access to the Site and the Services without notice and, if you violate the Terms, to pursue other remedies at law or in equity. We may delete your Account, and if we delete your Account you will lose all access to your User Content and other Content (including any information, connections or other features that may have value to you that may have been associated with your Account).
Right to Refuse or Cancel Registration. StartupCentrum has the right to refuse registration of or cancel your Account in its discretion for any reason. In addition, StartupCentrum reserves the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Site or through the Services or to terminate Users and/or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) comply with any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms (including investigation of potential violations hereof), (iii) detect, prevent or otherwise address fraud, security or technical issues, (iv) respond to User support requests or (v) protect the rights, property or safety of StartupCentrum, its Users and the public.
No Obligations to Feature or Pay for Content. StartupCentrum is not obligated to pay you or to cause any other party to pay you any compensation with respect to your activities on the Services, the Site or Content you provide to the Site. StartupCentrum is not obligated to feature or otherwise display your Content on any web page.
Marketing. If you are an Employer, you agree that we may use your (and your organization’s) name and logo in listings of the StartupCentrum’s customers on our Site and in other public statements or disclosures for the purposes of marketing the Services.
This Section IX describes our policies with respect to the monitoring, evaluation and removal of actual or alleged infringing or prohibited Content posted on the Site or the Services.
This Section X describes your and StartupCentrum’s agreement about when and how long the Terms will last, when and how either you or StartupCentrum can terminate the Terms, and what happens in the event of termination.
Unless terminated by StartupCentrum, the Terms will remain in full force and effect while you use the Site or any of the Services. Subject to the last sentence of this Article X, you may terminate the Terms at any time by deleting all User Content you have provided to StartupCentrum and ceasing to use the Site and Services; provided that (i) upon such termination all rights to use and access any of the Services will be immediately and automatically revoked; (ii) all amounts due to StartupCentrum in connection with the Terms will become due and payable; and (iii) you will not be entitled to a refund of any fees paid in advance to StartupCentrum for any of the Services. StartupCentrum may terminate the Terms at any time, including if you are suspected of violating any provision of the Terms. Upon termination of the Terms for any reason, you shall destroy and remove from all computers, cloud storage and other storage media all Content that you acquired through use of the Site or Services. All provisions of Article II (Content Ownership, Responsibility and Removal); Article III (Covenants); Article IV (Privacy and Confidentiality); Article V (Release and Indemnity); Article VI (Limitations of Liability); Article VII (Disclaimer of Warranties); Article VIII (Company Rights and License); this Article X (Term and Termination); Article XI (Disputes with Others); Article XII (Arbitration); Article XIII (Feedback) and Article XV (Miscellaneous) and any other provision of the Terms which by their nature are designed to survive termination shall survive any termination or expiration of the Terms.
This Section XI describes our rights to monitor and manage User disputes, and your obligation to release and indemnify us for damages arising from your disputes with another User.
We reserve the right, but have no obligation, to monitor and/or manage disputes between you and other Users. If you have a dispute with another User, you release the StartupCentrum Parties, and hereby agree to indemnify them from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of, or in any way connected with, such a dispute.
XII. ARBITRATION
This Section XII discusses how the parties will handle any disputes, including our obligation to first attempt to resolve disputes informally, our agreement to submit to binding arbitration, and the procedures for opting out of arbitration.
THE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. BY AGREEING TO THESE TERMS OF SERVICE, YOU WAIVE YOUR RIGHT TO A JURY TRIAL OR CLASS ACTION. IN ADDITION, THE TERMS LIMIT THE BASES FOR LIABILITY AND REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
XIII. FEEDBACK
This Section XIII describes our rights to use the feedback, comments and suggestions for improvements to the Site and the Services that you provide us with.
We welcome feedback, comments and suggestions for improvements to the Site or the Services (“Feedback”). You can submit Feedback by emailing us at hello@startupcentrum.com You hereby grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense through multiple tiers, under any and all intellectual property rights that you own or control to use, copy, modify, distribute, create derivative works based upon and otherwise exploit the Feedback for any purpose.
XIV. MODIFICATION OF AGREEMENT
This Section XIV describes our rights to update and modify these Terms and any Services.
We reserve the right, in our sole and absolute discretion to modify, correct or replace any of the terms of the Terms, or change, suspend, or discontinue any Service at any time.
Such modifications shall become a part of the Terms and be automatically effective once posted on the Site. Notice of any modification that materially affects rights of Users will be provided to Users in a conspicuous manner such that Users are made aware of it and have the ability to review it before deciding to continue using the Services. Your continued use of the Services following the posting of any changes to the Terms constitutes your acceptance of those changes.
This Section XV describes your understanding and agreement that you will generally not be entitled to refunds of amounts paid to StartupCentrum for the Services, and that you agree not to dispute or issue a chargeback for such amounts.
Refunds. Except as otherwise provided in any applicable Service Terms, or as otherwise agreed in writing by the parties, under no circumstance will we provide you any refunds on any fees or charges for the Services. If you believe your situation warrants a refund, you must contact StartupCentrum and submit your request within seven (7) days of the applicable payment to be considered for a refund. All refund requests will be evaluated by us in our sole discretion on a case-by-case basis.
If your request was reviewed and approved in writing by us, you will receive the refund on your original payment method unless indicated otherwise within 30 days of the refund being issued.
Disputes and Chargebacks. You agree to contact StartupCentrum before issuing a chargeback or disputing any payments made on the Site or the Services. You understand that doing otherwise is a violation of the Terms, and may result in the suspension or termination of your Account and company profile.
XVI. GENERAL
This Section XVI discusses additional terms of the agreement between you and StartupCentrum, including the interpretation and application of the Terms, the statute of limitations to bring a claim under the Terms, that the Terms will be governed by California laws, that the Terms constitute the entire agreement of the parties, and your agreement not to access the Services from certain prohibited locations, among other things, as detailed below.
The Site and the Services are not directed to any person in any jurisdiction where (by reason of that person’s nationality, residence or otherwise) the publication or availability of the Site or Services is prohibited.
StartupCentrum is an entity offering the transmission, routing or providing of connections for digital online communications, between or among points specified by a User of material of the User’s choosing, without modification of the Content of the material sent or received, as well as system caching, storage of material residing on a system or network at the direction of a User, and referral or linkage of Users to an online location using information location tools, each through the Site and any linked pages or applications owned and operated by StartupCentrum.
The Services are operated and provided by Centrum Technology Inc.
EFFECTIVE DATE
These General Terms were last updated on July 18, 2020.
HOW TO CONTACT US
If you have any questions about these General Terms or any of the Service Terms, please contact us at hello@startupcentrum.com