THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION AND WAIVER OF JURY TRIAL (TERMS OF SERVICE). PLEASE READ IT CAREFULLY BEFORE AGREEING.
Effective Date: 05/16/2019
Amadena Ventures Inc. (hereinafter “Amadena Ventures,” “we” or “us”) provides this website (the “Site”), the Showcase Jobs platform, our computing applications, and the data, information, tools, updates and similar materials delivered or provided by us (collectively, the “Service”), subject to your agreement to and compliance with the conditions set forth in this Terms of Service agreement (the “Agreement”).
This Agreement sets forth the legally binding terms and conditions governing your use of the Service. By using the Service or otherwise entering into this Agreement, you are creating a binding contract with us. If you do not agree to these terms and conditions, you may not use the Service.
We may revise or update this Agreement by posting an amended version through the Service and making you aware of the revisions, which may be through posting to the Service or otherwise. Your use of the Service following an update to this Agreement (or other acceptance method) is considered acceptance of the updated Agreement.
As long as you are in compliance with the conditions of this Agreement and all incorporated documents, we hereby grant you a limited, revocable, non-assignable, non-transferrable, non-sublicensable, non-exclusive license to access, receive and use the Service. No rights not explicitly listed are granted.
The following additional terms are incorporated into this Agreement as if fully set forth herein:
Among other functionality, the Service provides a curated venue for users to seek employment and employees. There are two types of users on the Service: those individuals seeking employment (“Candidates”) and those seeking to employ Candidates (“Employers”, and together with Candidates, “Users” or “you”). When used in this Agreement, “you” shall refer to the User individually, as well as in their capacity as an agent or representative of any business that such User represents, if any. Similarly, when used in this Agreement, “Employer” shall refer to the Employer user individually, as well as in their capacity as an agent or representative of any business that such user represents, if any.
Candidates may log into the Service and submit video-based answers to a set of questions presented to the Candidate on the Service. Candidates’ responses are analyzed by the Service, and then Candidates and their responses are presented to Employers on the Service. Employers may then communicate with any such Candidate that has been presented to them on the Service, and request an interview with the Candidate.
Employers must provide information on any job offers made to a Candidate (each, an “Offer”) to us as requested from time to time. If a Candidate accepts an Offer, both the Employer and Candidate must notify us through the Service of the acceptance of the Offer, and email an executed copy of the Offer to us at email@example.com.
You must be at least eighteen (18) years old to use the Service as an Employer or Candidate. By using the Service, you represent that you meet the applicable minimum age requirement.
Some parts or all of the Service may not be available to the general public, and we may impose eligibility rules from time to time. We reserve the right to amend or eliminate these eligibility requirements at any time.
By requesting to use, registering to use and/or using the Service, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and you commit to abide by all of the terms and conditions hereof. You also represent and warrant that you meet the following eligibility criteria:
We do not represent or warrant that access to the Service will be error-free or uninterrupted, or without defect, and we do not guarantee that Users will be able to access or use the Service, or its features, at all times. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service, or any part thereof, with or without notice. We reserve the rights, in our sole discretion, to accept or reject Candidates on the Service and to present or not present Candidates to Employers.
The Service may contain typographical errors or inaccuracies, and may not be complete or current. We reserve the right to correct any such errors, inaccuracies or omissions and to change or update information at any time without prior notice, even if your order has already been accepted or processed.
OUR SERVICE PROVIDES A VENUE FOR EMPLOYERS TO POST JOBS, AND MEET CANDIDATES, AND FOR CANDIDATES TO SUBMIT APPLICATIONS, RÉSUMÉS AND ANSWERS TO SCREENING QUESTIONS, AND MEET EMPLOYERS. WE HAVE NO CONTROL OVER THE QUALITY, SAFETY, OR LEGALITY OF JOBS, SCREENING QUESTIONS, RÉSUMÉS OR RESPONSES TO SCREENING QUESTIONS POSTED, AND MAKE NO REPRESENTATIONS ABOUT ANY JOBS, SCREENING QUESTIONS, RÉSUMÉS OR RESPONSES TO SCREENING QUESTIONS. EMPLOYERS ARE SOLELY RESPONSIBLE FOR EMPLOYMENT DECISIONS, AND CANDIDATES ARE SOLELY RESPONSIBLE FOR CAREER DECISIONS.
ALTHOUGH WE MAY ELECT NOT TO INVESTIGATE OR PERFORM BACKGROUND SEARCHES ON USERS OF THE SERVICE, AS A USER, YOU CONSENT TO US CONDUCTING A FULL BACKGROUND SEARCH ON YOU. YOU ACKNOWLEDGE AND AGREE THAT WE DO NOT HAVE CONTROL OVER OR ASSUME ANY RESPONSIBILITY FOR THE QUALITY, ACCURACY, OR RELIABILITY OF THE INFORMATION INCLUDED IN ANY SUCH BACKGROUND CHECK. THE RESULTS OF BACKGROUND CHECKS MAY BE SHARED WITH OTHER USERS OF THE SERVICE. NEVERTHELESS, IT IS ULTIMATELY UP TO EACH USER TO ENSURE THEIR OWN SAFETY IN YOUR INTERACTIONS WITH OTHER USERS OF THE SERVICE.
Success Fee, Subscriptions, Cancellations and Payments
The Service operates on a success-based fee model. Upon acceptance of an Offer made by an Employer to a Candidate, the Employer will be charged a fee (the “Success Fee”) in the amount identified on the Service. The Success Fee shall be due to us and will be charged for any Offer accepted, regardless of whether we are notified of the acceptance on the Service or whether the applicable Candidate or Employer are still users of the Service. The Success Fee shall be due and will be charged for any Candidate and Employer matched on the Service that, within one (1) year of being matched, enter into an employment relationship, regardless of whether the applicable Candidate or Employer are still users of the Service. We may investigate any claims by an Employer that a Success Fee is not due, and may audit Employer’s records with respect to any such claims. Success Fees are non-refundable. We reserve the right to change the applicable Success Fees and to institute new fees and charges at any time by posting the revised or new fees to the Service. Any transactions occurring after such change will be subject to the new fees.
Additionally, Users may be required to, pay ongoing, self-renewing subscriptions to access the Service (the “Subscriptions”). When you sign-up for a subscription, you will be granted access to the Services for the length of time identified when you sign-up. You will be charged in the amounts and at the times identified in the Subscription you select. We reserve the right to change the applicable Subscription fees or charges and to institute new subscription fees and charges at the end of the current Subscription term, upon thirty (30) days prior notice to you, which may be sent by email or by posting the revised or new fees to the Service.
Unless you cancel before renewal, except where prohibited by law, Subscriptions automatically renew for an additional term of the same length upon expiration. Fees or charges during any such renewal term shall be the same as that during the prior term unless we have given you notice of an increase as described herein, in which case the increase shall be effective upon renewal and thereafter. You may cancel your subscription at any time, but you will not be entitled to a refund for any past payments or future payments due during the remainder of your cancelled term. If you cancel before the end of your Subscription, you will be charged the entire remaining Subscription fees at that time. To cancel your Subscription, please e-mail us at firstname.lastname@example.org.
We may use a third-party payment processor (the “Payment Processor”) to bill and remit payments to users and to draw amounts from Users’ accounts as indicated. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for error by the Payment Processor. You agree to provide us, and keep updated, accurate and complete information about you and your chosen payment provider or account (your “Payment Method”), including without limitation your credit card number, your credit card verification or other security code, the expiration date of your credit card, and your address. Verification of information may be required prior to the acknowledgment or completion of any transaction. You authorize us to share such information as well as transaction information with the Payment Processor. As an Employer, you agree to pay us, through the Payment Processor any and all Success Fees that accrue. As an Employer or as a Candidate purchasing a Subscription, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of the Service. You agree to make payment using that selected Payment Method, and you authorize us, through the Payment Processor, to charge your Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment. You represent and warrant that you have the legal right to use any credit card(s) or other payment means used to initiate any transaction.
For any subscription products, you agree that your license to the Service is not a service, repair or maintenance to real or personal property.
Current Success Fees, and range of Subscription rates and tiers are available for review on the Service.
All transactions are final, and no refunds are available from Amadena Ventures.
Rules of Conduct
Your use of the Service is conditioned on your compliance with the terms of this Agreement, including but not limited to these rules of conduct.
You represent and warrant that the information that you have provided on the Service about jobs, Offers and yourself is complete, accurate and true, and agree to update it as necessary.
You agree that you will not violate any applicable law or regulation in connection with your use of the Service.
You agree not to distribute, upload, make available or otherwise publish through the Service any suggestions, information, ideas, comments, causes, promotions, documents, questions, notes, plans, drawings, proposals, or materials similar thereto (“Submissions”) or graphics, text, information, links, profiles, audio, photos, software, music, sounds, video, comments, messages or tags, or similar materials (collectively “Content”) that:
You must keep your user name and password and any other information needed to login to the Service, if applicable, confidential and secure. We are not responsible for any unauthorized access to your account or profile by others.
You further agree that you will not do any of the following:
You are not licensed to access any portion of the Service that is not public, and you may not attempt to override any security measures in place on the Service.
We reserve the right, in our sole discretion, to protect our users from violators and violations of these rules of conduct, including but not limited to restricting your use of the Services, restricting your ability to upload Submissions or Content, immediately terminating your use of the Service, or terminating your use of the Service by blocking certain IP addresses from accessing the Service. Notwithstanding the foregoing, our unlimited right to terminate your access to the Service shall not be limited to violations of these rules of conduct.
Content Submitted or Made Available to Us
You are under no obligation to submit anything to us, and unless otherwise noted, we will not claim ownership of any Content. However, in order for us to provide the Service, we need your permission to process, display, reproduce and otherwise use content you make available to us.
Therefore, if you choose to submit any Content to the Service, or otherwise make available any Content through the Service, you hereby grant to us a perpetual, irrevocable, transferrable, sub-licensable, non-exclusive, worldwide, royalty-free license to reproduce, use, modify, display, perform, transmit, distribute, translate and create derivative works from any such Content, including without limitation distributing part or all of the Content in any media format through any media channels, including but not limited to the right to commercially use the rights of publicity, persona, trademark, image and name of the individuals and entities depicted in such Content.
By submitting any Content or Submissions to us you hereby agree, warrant and represent that: (a) the Content and Submissions do not contain proprietary or confidential information, and the provision of the Content and Submissions is not a violation of any third-party’s rights; (b) all such Submissions and Content are accurate and true, (c) we are not under any confidentiality obligation relating to the Content or Submissions; (d) we shall be entitled to use or disclose the Content or Submissions in any way; and (e) you are not entitled to compensation or attribution from us in exchange for the Submissions or Content.
You acknowledge that we are under no obligation to maintain the Service, or any information, materials, Submissions, Content or other matter you submit, post or make available to or on the Service. We reserve the right to withhold, remove and or discard any such material at any time.
Our Intellectual Property
Our graphics, logos, names, designs, page headers, button icons, scripts, and service names are our trademarks, trade names and/or trade dress. The “look” and “feel” of the Service (including color combinations, button shapes, layout, design and all other graphical elements) are protected by U.S. copyright and trademark law. All product names, names of services, trademarks and service marks (“Marks”) are our property or the property of their respective owners, as indicated. You may not use the Marks or copyrights for any purpose whatsoever other than as permitted by this Agreement.
You acknowledge that the software used to provide the Service, and all enhancements, updates, upgrades, corrections and modifications to the software, all copyrights, patents, trade secrets, or trademarks or other intellectual property rights protecting or pertaining to any aspect of the software (or any enhancements, corrections or modifications) and any and all documentation therefor, are and shall remain our sole and exclusive property or that of our licensors, as the case may be. This Agreement does not convey title or ownership to you, but instead gives you only the limited rights set forth herein.
Data Collection and Use
Enforcement and Termination
We reserve the right to deny all or some portion of the Service to any user, in our sole discretion, at any time. Without limiting the foregoing or assuming additional legal obligations, we have a policy of terminating repeat violators of the Copyright Act, in accordance with applicable law.
All grants of any rights from you to us related to Content, Submissions, or other materials, including but not limited to copyright licenses, shall survive any termination of this Agreement. Further, your representations, defense and indemnification obligations survive any termination of this Agreement.
Links and Third-Party Content
The Service may contain links. Such links are provided for informational purposes only, and we do not endorse any website or services through the provision of such a link.
The Service may contain articles, text, imagery, video, audio, data, information and other similar materials originating from third-parties. We do not endorse any third party content that may appear on the Service or that may be derived from content that may appear on the Service, even if such content was summarized, collected, reformatted or otherwise edited by us.
DISCLAIMERS AND LIMITATION ON LIABILITY
EXCEPT WHERE NOT PERMITTED BY LAW, YOU AGREE AND ACKNOWLEDGE THAT THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY, AND WE, AND OUR PARENTS, SUBSIDIARIES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES AND SUPPLIERS, SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, ACCURACY, SUITABILITY, APPLICABILITY, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR ANY OTHER WARRANTIES OF ANY KIND IN AND TO THE SERVICE. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY.
FURTHER, OPINIONS, ADVICE, STATEMENTS, OFFERS, SUBMISSIONS OR OTHER INFORMATION OR CONTENT MADE AVAILABLE THROUGH THE SERVICE, BUT NOT DIRECTLY BY US, ARE THOSE OF THEIR RESPECTIVE AUTHORS, AND SHOULD NOT BE RELIED UPON. SUCH AUTHORS ARE SOLELY RESPONSIBLE FOR SUCH CONTENT.
USE OF THE SERVICE IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; THAT DATA TRANSMISSION OR STORAGE IS SECURE OR THAT THE SERVICE IS FREE OF INACCURACIES, MISREPRESENTATIONS, VIRUSES OR OTHER HARMFUL INFORMATION OR COMPONENTS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT AS PROHIBITED BY LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, LICENSORS AND BUSINESS PARTNERS (COLLECTIVELY, THE “RELATED PARTIES”) BE LIABLE TO YOU BASED ON OR RELATED TO THE SERVICE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES OR DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SERVICE.
Notwithstanding the foregoing, in the event that a court shall find that the above disclaimers are not enforceable, then, to the maximum extent permissible by law, you agree that neither we nor any of our subsidiaries, affiliated companies, employees, members, shareholders, officers or directors shall be liable for (1) any damages in excess of the greater of (a) $500.00 or (b) the amounts paid to, or by, you through the Service within the last six months, or (2) any indirect, incidental, punitive, special, or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the Service or any goods sold or provided by us. This limitation shall apply regardless of the basis of your claim, whether other provisions of this Agreement have been breached, or whether or not the limited remedies provided herein fail of their essential purpose.
This limitation shall not apply to any damage that we cause you intentionally and knowingly in violation of this Agreement or applicable law that cannot be disclaimed in this Agreement.
SOME STATES, INCLUDING NEW JERSEY, MAY NOT PERMIT CERTAIN DISCLAIMERS AND LIMITATIONS, AND ANY SUCH DISCLAIMERS OR LIMITATIONS ARE VOID WHERE PROHIBITED.
You agree to defend, indemnify and hold us and our suppliers, subsidiaries, licensors, and licensees, and each of their officers, directors, shareholders, members, employees and agents harmless from all allegations, judgments, awards, losses, liabilities, costs and expenses, including but not limited to reasonable attorney’s fees, expert witness fees, and costs of litigation arising out of or based on (a) Submissions or Content you submit, post to or transmit through the Service (b) your use of the Service, (c) your violation of this Agreement, and (d) any conduct, activity or action which is unlawful or illegal under any state, federal or common law, or is violative of the rights of any individual or entity, engaged in, caused by, or facilitated in any way through the use of the Service.
Governing Law and Jurisdiction; Arbitration
You agree that any claim or dispute arising out of or relating in any way to the Service will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to this agreement. The laws of the State of New York shall govern this Agreement, and shall be used in any arbitration proceeding.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Agreement as a court would.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to the following address: Legal Department, Amadena Ventures Inc., 580 5th Avenue, Suite 1129, New York, NY 10036.
Arbitration under this Agreement will be conducted by the American Arbitration Association (AAA) under its rules then in effect, shall be conducted in English, and shall be located in New York, New York. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules.
You and Amadena Ventures agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, both you and Amadena Ventures agree that each have waived any right to a jury trial.
Notwithstanding the foregoing, you agree that we may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.
All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.
To the extent arbitrations does not apply, you agree that any dispute arising out of or relating to the Service, or to us, may only be brought by you in a state or federal court located in New York, New York. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE, AND AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN NEW YORK.
POLICIES FOR CHILDREN
The Service is not directed to individuals under the age of 13. In the event that we discover that a child under the age of 13 has provided personally identifiable information to us, we will make efforts to delete the child’s information if required by the Children’s Online Privacy Protection Act. Please see the Federal Trade Commission’s website for (www.ftc.gov) for more information.
Notwithstanding the foregoing, pursuant to 47 U.S.C. Section 230 (d), as amended, we hereby notify you that parental control protections are commercially available to assist you in limiting access to material that is harmful to minors. More information on the availability of such software can be found through publicly available sources. You may wish to contact your internet service provider for more information.
Severability. If any provision of this Agreement (Terms of Service) is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision.
Revisions. This Agreement is subject to change on a prospective basis at any time. In the event that we change this Agreement (Terms of Service), you may be required to re-affirm the Agreement (Terms of Service) through use of the Service or otherwise. Your use of the Service after the effective date of any changes will constitute your acceptance of such changes.
No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement (Terms of Service) or your use of the Service.
Assignment. We may assign our rights under this Agreement (Terms of Service), in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Agreement without our prior written consent, and any unauthorized assignment by you shall be null and void.
No Waiver. Our failure to enforce any provision of this Agreement (Terms of Service) shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
Notices. All notices given by you or required under this Agreement (Terms of Service) shall be in writing and addressed to: Legal Department, Amadena Ventures Inc., 580 5th Avenue, Suite 1129, New York, NY 10036, or sent via email to email@example.com.
Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of this Agreement (Terms of Service) were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as we may otherwise have available to us under applicable laws.
Entire Agreement. This Agreement (Terms of Service) including the documents expressly incorporated by reference, constitutes the entire agreement between you and us with respect to the Service, and supersedes all prior or contemporaneous communications, whether electronic, oral or written.
If you believe in good faith that any material posted on our Services infringes the copyright in your work, please contact our copyright agent, designated under the Digital Millennium Copyright Act (“DMCA”) (17 U.S.C. §512(c)(3)), with correspondence containing the following:
You acknowledge that if you fail to comply with all of the requirements of this policy, your DMCA notice may not be valid. For any questions regarding this procedure, or to submit a complaint, please contact our designated DMCA Copyright Agent:
Amadena Ventures Inc.
580 5th Avenue, Suite 1129
New York, NY 10036
COMPLAINT POLICY (INCLUDING TRADEMARK AND PRIVACY)
If you believe in good faith that any material posted on the Terms of Service infringes any of your rights other than in copyright, or is otherwise unlawful, you must send a notice to firstname.lastname@example.org containing the following information:
If we receive a message that complies with all of these requirements, we will evaluate the submission, and if appropriate, in our sole discretion, we will take action. We may disclose your submission to the poster of the claimed violative material, or any other party.
ADDITIONAL TERMS APPLICABLE TO iOS-POWERED SOFTWARE
In the event that you use the Service through software operating on iOS, the following additional terms apply:
Feel lost looking for that first job out of college? Think job boards and career fairs are overwhelming? No idea what you’ll actually do on the job? Our goal at Amadena Ventures Inc (dba “Showcase”) is getting you a job you love with only a few minutes of your time, thanks to video! To participate in the Referral Program, you agree to the following terms: