1. Introduction. Please read this page carefully. It contains the terms and conditions (the “Terms and Conditions”) governing your access to and use of the Apexon Sites and the Services (as each are defined below) provided by Technosoft Corporation DBA Apexon or one of its divisions(collectively, “Apexon”). If you do not accept these Terms and Conditions or you do not meet or comply with their provisions, you may not use the Technosoft Web Sites or Services. These Terms and Conditions are effective as of March 23, 2016.
2. Binding Agreement. These Terms and Conditions (as they may be amended from time to time by Apexon) form a binding agreement (the “Agreement”) between you and Apexon. Your access to or use of the Apexon Web Sites or Services indicates your acceptance of these Terms and Conditions. You are agreeing to use the Sites at your own risk.
3. Intellectual Property Rights and Acceptable Use of the Sites and Services.
3.1 General Use Rules. The Sites are intended for individuals seeking employment and for employers or recruiters seeking candidates for employment. You may use the Sites only for lawful purposes within the stated context of Apexon’s intended and acceptable use of the Sites. Apexon is the sole interpreter of the Sites’ intended and acceptable use.
3.2 Apexon Intellectual Property Rights. The Sites, the Apexon Materials and all right, title and interest in and to the Sites and Apexon Materials are the sole property of Apexon or its licensors, and are protected by United States and foreign copyright, trademark and other laws. Except for the limited licenses expressly granted to you in these Terms and Conditions, Apexon reserves for itself and its licensors all other rights, title and interest. Without limitation on the foregoing, you may not reproduce, modify, display, sell, or distribute the Content or Apexon Materials, or use them in any other way for public or commercial purpose. Notwithstanding anything to the contrary contained herein, this prohibition includes: (a) copying or adapting the HTML code used to generate web pages on the Sites; (b) using or attempting to use engines, manual or automated software, tools, devices, agents, scripts, robots or other means, devices, mechanisms or processes (including, but not limited to, browsers, spiders, robots, avatars or intelligent agents) to navigate, search, access, “scrape,” “crawl,” or “spider” any web pages or any Services provided on the Sites other than the search engine and search agents available from Apexon on such Apexon Sites and other than generally available third party web browsers (e.g., Internet Explorer, Firefox, Safari); and (c) aggregating, copying or duplicating in any manner any of the Content or information available from any of the Apexon Sites, without the express written consent of Apexon. The use of the Content on any other web site or in a networked computer environment for any purpose is strictly prohibited. The Apexon Materials are not considered to be works for hire and you may duplicate such Apexon Materials only for the purposes outlined in the Service Activation Agreement. “Apexon,” “Personified”, the Apexon design logo and certain other names or logos are service marks or trademarks of Apexon, and all related product and service names, design marks and slogans are the service marks or trademarks of Apexon. In addition, the “look” and “feel” of the Sites (including color combinations, button shapes, layout, design and all other graphical elements) are also protected by Apexon’s trademarks, service marks and copyrights. Any code that Apexon creates to generate or display the Content or the pages making up the Sites is also protected by Apexon’s copyright. You must retain all copyright, trademark, service mark and other proprietary notices contained on the Content or Apexon Materials on any authorized copy you make of the Content or Apexon Materials. All other product and service marks contained on the Sites are the trademarks of their respective owners.
4.3 License to Use by Users who are Job Seekers. Apexon hereby grants you a limited, terminable, non-exclusive right to access and use the Sites only for your personal use seeking employment opportunities for yourself. This authorizes you to view and download a single copy of the material on the Sites solely for your personal, noncommercial use. You agree that you are solely responsible for the content of any Document you post to a Site and any consequences arising from such posting. Your use of the Sites is a privilege. Apexon reserves the right to suspend or terminate that privilege for any reason at any time, in its sole discretion.
3.4 Use of Aggregate Data. You understand and agree that Apexon owns and has the right to collect, extract, compile, synthesize, and analyze Aggregate Data. Apexon may use such Aggregate Data for any lawful business purpose without a duty of accounting to you, provided that the data and information is used only in an aggregated and anonymized form so that it cannot be identifiable as relating to you. “Aggregate Data” means de-identified aggregated data or information regarding Job Seekers’ educational or career history (including, by way of example and not limitation, aggregate data relating to Job seekers’ occupation, location, salary, education and experience).
3.5 Other Specific Rules Regarding Site Usage. You represent, warrant and agree that you (a) are at least 13 years of age or older, and if under the age of 18 or the age of majority as that is defined in your jurisdiction, you will only use the Sites and Services under the supervision of a parent, legal guardian, or other responsible adult; and (b) will not use (or plan, encourage or help others to use) the Sites for any purpose or in any manner that is prohibited by these Terms and Conditions or by applicable law. It is your responsibility to ensure that your use of the Sites complies with these Terms and Conditions and all applicable laws.
3.6 User Submissions. Apexon welcomes your comments regarding the Services and the Sites and appreciates hearing from you. Please note, however, that Apexon does not accept or consider creative ideas, suggestions, inventions or materials other than those which it has specifically requested. If you submit feedback on the Services, please be specific in your comments and do not submit creative ideas, inventions, suggestions, or materials. If, despite this notice, you send Apexon creative suggestions, ideas, drawings, concepts, inventions, or other information (a “User Submission”), you understand and agree that the User Submission shall become the property of Apexon. User Submission and any elements contained in User Submissions, shall not be subject to any obligation of confidentiality on Apexon’s part, and Apexon will not be liable for any use or disclosure of any User Submission. Apexon shall exclusively own all now known or later discovered rights to the User Submission and shall be entitled to unrestricted use of the User Submission for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.
4. Disclaimers and Limitations on Technosoft’s Liability.
4.1 Allocation of Responsibility Apexon assumes no responsibility for Documents posted by Users and no responsibility for the activities, omissions or other conduct of Users. Apexon acts as a portal for the online distribution and publication of User submitted information and has no obligation to screen communications or information in advance and is not responsible for screening or monitoring Documents posted by Users. If notified by a User of a Document which allegedly does not conform to these Terms and Conditions, Apexon may investigate the allegation and determine in good faith and in its sole discretion whether to remove or request the removal of such Document. Apexon has no liability or responsibility to Users for performance or
nonperformance of such activities. Apexon may take any action with respect to User submitted information that it deems necessary or appropriate, in its sole discretion.
4.2 WARRANTY DISCLAIMERS.
(a) THE SITES ARE PROVIDED ON AN ‘AS IS’ BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. APEXON, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR A PARTICULAR PURPOSE. APEXON MAKES NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE SITES.
4.3 DAMAGE LIMITATIONS, ALLOCATIONS OF LIABILITY AND EQUITABLE RELIEF.
(a) YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITES, THE INTERNET GENERALLY, AND THE DOCUMENTS THAT YOU POST, PROVIDE OR ACCESS AND FOR YOUR CONDUCT ON AND OFF THE SITES.
(b) IN NO EVENT SHALL APEXON (OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, AGENTS OR ADVERTISERS), BE LIABLE FOR ANY NON-DIRECT DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA, LOST EMPLOYMENT OPPORTUNITY, OR BUSINESS INTERRUPTION) RESULTING FROM OR ARISING UNDER OR IN CONNECTION WITH SERVICES OR THE USE OR ACCESS TO, OR THE INABILITY TO USE OR ACCESS, THE SITES AND/OR ANY DOCUMENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT APEXON IS ADVISED OF THE POSSIBILITY OF
(c) BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LIMITATIONS SET FORTH IN THE PRECEDING PARAGRAPH MAY NOT APPLY TO YOU. IF ANY ARE HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN APEXON’S MAXIMUM LIABILITY TO YOU FOR ANY NON-DIRECT TYPE OF DAMAGES SHALL BE LIMITED TO U.S. $200.00 IN THE AGGREGATE.
(d) IN NO EVENT SHALL APEXON (OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, AGENTS OR ADVERTISERS), BE LIABLE FOR ANY DIRECT DAMAGES IN EXCESS IN THE AGGREGATE OF US$200.00 (OR, IF YOU ARE AN EMPLOYER WITH A SERVICES
AGREEMENT WITH APEXON, THE AMOUNTS ACTUALLY PAID BY YOU TO APEXON UNDER THIS AGREEMENT IF GREATER THAN US$200.00).
(e) Due to the nature of this Agreement, in addition to money damages, you agree that Apexon will be entitled to equitable relief upon a breach of this agreement by you.
4.5 User Authentication. Because User authentication on the Internet is difficult, Apexon cannot and does not confirm that each User is who they claim to be. Because Apexon does not and cannot be involved in User-to-User dealings or control the behavior of participants on the Sites, in the event that you have a dispute with one or more Users, you release Apexon from
claims, demands and damages (actual and consequential and direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
4.6 California Residents. 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 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.”
5. Amendments to this Agreement and Changes to Sites. Apexon may revise these Terms and Conditions at any time by updating this page. Changes will be binding on you on the date they are posted on the Sites (or as otherwise stated in the any notice of such changes). Any use of a Site will be considered acceptance by you of the then-current Terms and Conditions (including any exhibits thereto) contained on such Site. If at any time you find the Terms and Conditions unacceptable, you may not use the applicable Site any longer. Any new or different terms supplied by you are specifically rejected by Apexon unless Apexon agrees to them in a signed writing specifically including those new or different terms. Apexon may change the Sites at any time.
6. Indemnity. You agree to defend, indemnify, and hold harmless Apexon (and its subsidiaries, affiliates, officers, directors, employees and agents) from and against any third party claims, actions or demands (including, without limitation, costs, damages and reasonable legal and accounting fees) alleging or resulting from or in connection with your use of the Sites, any Document posted by you, your use of the Services or your breach of this Agreement. Apexon shall use reasonable efforts to provide you prompt notice of any such claim, suit, or proceeding and may assist you, at your expense, in defending any such claim, suit or proceeding.
7.1 When you register on any of the Apexon Sites or in connection with the Services, you will be asked to create an account and provide Apexon with certain information, including but not limited to, a valid email address (“User Information”). You acknowledge and agree that you have no ownership rights in your account.
8. General. Apexon contact information is listed on the Sites. Apexon makes no claims that the Content is appropriate or may be downloaded outside of the United States. Access to the Content may not be legal by certain persons or in certain countries, and such persons have no right to access or use the Sites. If you access Apexon from outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. This Agreement is governed by the internal substantive laws of the State of Michigan, without respect to its conflict of laws principles. Jurisdiction for any claims arising under this Agreement shall lie exclusively with the state or federal courts in the State of Michigan. The sole relationship between you and Apexon is that of independent contractors. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of all or part of a provision shall not affect the validity of the remaining parts and provisions of this Agreement, which shall remain in full force and effect. All provisions of this Agreement shall survive termination except those granting access or use to the Sites, and you shall cease all your use and access thereof immediately. You may not assign or transfer your obligations under this Agreement. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term. Except as expressly provided by Apexon in a particular “Legal Notice,” or material on particular web pages of the Sites, this Agreement and your Service Activation Agreement where applicable, constitute the entire agreement between you and Apexon.