Identified Terms and Conditions
Welcome to Identified Recruit (the "Site"), a service operated by Identified, Inc. The following terms and conditions (the "Agreement") form a binding agreement between you and us. Please review the following terms carefully. By using the Site, you are agreeing to these terms, and these terms will govern your use of the Site. If you do not agree to these terms, you must cease use of the Site. The terms "Identified" or "us" or "we" or "our" refers to Identified, Inc., the owner of the Site. The term "you" refers to the person accessing or using the Site, or the company or organization on whose behalf that person accesses the Site.
1.2 "Identified Parties" means Identified and its employees, officers, directors, shareholders, affiliates, agents, representatives, licensors, suppliers and service providers.
1.3 "Services" means the content and services that Identified makes available through the Site to its other similarly situated Subscriber customers, which may include without limitation: (a) content such as profiles, resumes, biographical data, photographs, graphics, images, text, data, databases, user comments(including anonymous comments), opinions, postings, messages and other similar content; and (b) services such as creating your profile, viewing other profiles, Q&A forums, message boards, surveys, polls, reviews and links to third party websites.
1.4 "Site" means Identified Recruit's website currently located at https://recruit.identified.com (and any successor website).
2. Access to and Use of Site
2.1 License Grant. Subject to and conditioned on your compliance with the terms and conditions of the Subscription Agreement, Identified hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited right during the term of the Subscription Agreement to access and use the Services through, and only through, the Site. Such access and use may be made only in accordance with the Subscription Agreement all applicable laws (including all applicable laws regarding equal employment opportunity and nondiscrimination in employment practices, as well as all other applicable labor and employment laws). Use of the Services is limited to the number of your authorized usersset forth in the Subscription Agreement ("Authorized Users"). The Services may be accessed or used only by Authorized Users with valid user names and associated passwords granted to you by Identified. Without limitation of the foregoing, you acknowledge that you may use the Site or Services only as a service provided by Identified, and you hereby represent and warrant that you: (a) are at least eighteen (18) years of age, (b) are a bona fide Subscriberseeking candidates for employment with your company, (c) have full power, right and authority to enter into the Subscription Agreement on behalf of Subscriber.
2.2 Registration; User Names and Passwords. Each Authorized User will be required to register with Identified in order to access and use the Site or Services. With respect to any such registration, we may refuse to grant you, and you may not use, a user name (or e-mail address) that is already being used by someone else; that may be construed as impersonating another person; that belongs to another person; that violates the intellectual property or other rights of any person; that is offensive; or that we reject for any other reason in our sole and absolute discretion. Your user name and password are for your personal use only, and not for use by any other person. Each Authorized User may use only the Authorized User's own individual user name and will not permit any person to use such user name. You acknowledge that you bear sole responsibility for protecting the user names and passwords, and will be liable for any unauthorized use thereof. You are fully responsible for all interaction with the Site that occurs in connection with your password or user name. You agree to immediately notify Identified of any unauthorized use of your password or user name or any other breach of security related to your account or the Site. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
2.3 Proprietary Rights Regarding the Site. The information and materials made available through the Site, including the Services, are and shall remain the property of Identified and its licensors and suppliers, and are protected by copyright, trademark, patent and other proprietary rights and laws as well as laws regarding privacy of personally identifiable information. Subject to and conditioned upon your compliance with the Subscription Agreement, and solely for so long as you are permitted by Identified to access and use the Site, you may view content on the Site to which we provide you access hereunder solely as expressly permitted in Section 2.1. As between Identified and you, Identified and its licensors have and will own all right, title and interest, including all intellectual property rights, in and to the Site, the Services, and any data or information used with or generated by the Site or Services. You will not take any action to jeopardize, encumber, limit, or interfere in any manner with Identified's or its licensors' ownership of and rights with respect thereto. You will have only those rights in and to the Site and the Services as are expressly granted to you under the Subscription Agreement, and no other rights will be implied.
2.4 Trademarks. Trade names, trademarks and service marks of Identified include without limitation, the names "Identified" & "Identified Recruit" the stylized names "Identified" & "Identified Recruit" as they appear on the Site and any associated logos that appear on the Site. All trademarks and service marks on the Site not owned by Identified are the property of their respective owners. The trade names, trademarks and service marks owned by Identified, whether registered or unregistered, may not be used in connection with any product or service that is not Identified's or in any manner that is likely to cause confusion regarding the source of such products or services. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of Identified's trade names, trademarks or service marks without our express prior written consent.
3. Rules of Conduct; Limitations on License.
You will use the Site and Services in accordance with all applicable laws, rules, and regulations and only in accordance with Section 2. You acknowledge that by using the Site or Services, you will obtain access to the personally identifiable information of the Site's users or visitors. Accordingly, you will hold such personally identifiable information in strict confidence (with at least a reasonable degree of care) and you will not use it for any purpose other than the purpose set forth in Section 2. In addition, your use of the Site or Services is conditioned on your compliance with the rules of conduct set forth in this Section, and you will not (and will not have the right to), and will not permit any third party to:
- Post, transmit, or otherwise make available, through or in connection with the Site:
- Anything that is or may be (a) threatening, harassing, degrading, hateful or intimidating; (b) defamatory; (c) fraudulent or tortious; (d) obscene, indecent, pornographic or otherwise objectionable; or (e) protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express prior consent of the owner of such right.
- Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; or that encourages or provides instructional information about illegal activities or activities such as "hacking," "cracking," or "phreaking."
- Any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.
- Any unsolicited or unauthorized advertising, promotional material, "junk mail," "spam," "chain letter," "pyramid scheme" or investment opportunity, or any other form of solicitation (other than for the purpose of seeking candidates for employment with your company).
- Any material, non-public information about any person or entity without the proper authorization to do so.
- Use the Site for any fraudulent or unlawful purpose (including violations of applicable labor and employment laws and all applicable laws regarding equal employment opportunity and nondiscrimination in employment practices).
- Use the Site to defame abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others' privacy rights or rights of publicity, or harvest or collect personally identifiable information about other users of the Site (other than for the purpose of seeking candidates for employment with your company).
- Impersonate any person or entity, including without limitation any representative of Identified or any representative of Identified's Subscriber customers; falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Site; or express or imply that we endorse any statement you make.
- Interfere with or disrupt the operation of the Site or the servers or networks used to make the Site available; or violate any requirements, procedures, policies or regulations of such networks.
- Restrict or inhibit any other person from using the Site (including without limitation by hacking or defacing any portion of the Site).
- Use the Site to advertise or offer to sell or buy any goods or services without Identified's express prior written consent.
- Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, store, disseminate, disclose, or otherwise share with any third party any personally identifiable information of the Site's users or visitors.
- Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Site or Services or any materials made available through the Site or Services.
- Modify, adapt, translate, reverse engineer, decompile, disassemble, rent, lease, loan, sell, distribute or create derivative works based (whether in whole or in part) on all or any portion of the Site or Services or any materials made available through the Site or Services.
- Remove any copyright, trademark or other proprietary rights notice from the Site or materials originating from the Site.
- Frame or mirror any part of the Site without Identified's express prior written consent.
- Create a database by systematically downloading and storing Site content.
- Perform, or release the results of, benchmark tests or other comparisons of the Site or Services with other products, software or services.
- Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, "scrape," "data mine" or in any way gather Site content or reproduce or circumvent the navigational structure or presentation of the Site without Identified's express prior written consent.
Additionally, you acknowledge and agree that you (and not Identified) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use the Site or Services, and paying all charges related thereto. You will not access or use the Site or Services other than as set forth in the Subscription Agreement, and any access or use other than in accordance with the terms and conditions of the Subscription Agreement is unauthorized. In addition to any other remedies available to Identified hereunder, Identified may suspend or terminate your access and use rights if you fail to comply with this Section 3 or any other terms and conditions of the Subscription Agreement.
4. Fees. Subscription Services, Fees and Policies for Identified Recruit
(a) The Subscription services currently available through the Service are:
(1) The Identified Recruit subscription provides Subscribers with enterprise user accounts that give access to Identified's self service sourcing tool where Subscribers enter criteria into Candidate Search fields, Subscribers can perform searches that will assist them in targeting appropriate targets for employment.
(b) You are responsible for all fees, charges, or assessments resulting from use of the Service. All amounts are to be paid in U.S. dollars.
(c) Identified reserves the right to increase any fees, charges, or assessments and to institute new fees at any time by notifying Subscribers via e-mail or posting a notice on the Service Web Sites and/or the Identified Web Site.
(d) The terms and conditions relating to Subscription fees and policies are as follows:
(2) Billing Process and Procedures
(i) Monthly Recurring Subscription credit card payment- When you Subscribe to a Subscription service on a monthly Recurring Subscription, which requires credit card billing, you are agreeing to have your credit card billed automatically each month, unless and until you inform the Company's Customer Service Department, via the provided online self cancellation form that you wish to terminate your Subscription. IF YOU FAIL TO MEET THE SELF CANCELLATION SERVICE COMMITMENT BY NOT USING THE ONLINE SELF CANCELLATION FORM FOR CANCELLING YOUR SUBSCRIPTION TO THE IDENTIFIED SERVICE (OR IF IDENTIFIED TERMINATES YOUR SUBSCRIPTION TO THE IDENTIFIED SERVICE DUE TO A BREACH OF THIS AGREEMENT), YOU AGREE THAT IDENTIFIED MAY CHARGE YOU THE CANCELLATION FEE OF $10.00 AND YOU AGREE TO PAY ANY SUCH CANCELLATION FEE. Due to the large volumes of SPAM, BULK and JUNK e-mail, cancellation via e-mail or FAX is not a valid form of cancellation as we can not guarantee the receipt of your request. All cancellation requests are confirmed on-screen immediately upon the completion of the online self-cancellation process. If you have not been presented with the on-screen confirmation page you have not completed the cancellation process and your subscription will remain active until the process is complete and confirmation has been presented. The on-screen confirmation represents proof of cancellation and should be printed and retained for your records. However, please note that under paragraph 15(d)(7) below there is no proration of your monthly Subscription charge if you terminate your Subscription before the end of its Subscription term. Your Subscription will be billed to your credit card, in advance, each month, on the anniversary of your Subscription start date. For example, if you Subscribe on January 15th, your credit card will be billed at the then current monthly rate on that date for the period between January 15th and the following February 14th. Unless you provide notice of termination of your Subscription at least 5 business days prior to your renewal date, your credit card will be billed once again at the then current rate, on February 15th for the period between February 15th and the following March 14th, and so forth. We are sorry that we cannot offer any refunds once you have been charged for your Subscription. SUBSCRIPTIONS ARE NON-REFUNDABLE.
(ii) Annual Recurring Subscription credit card payment - If you elect to pay your annual Recurring Subscription fee by credit card, you are agreeing to have your credit card billed automatically each year at the then applicable Subscription rate, unless and until you inform the Company's Customer Service Department, via the provided online self cancellation form that you wish to terminate your Subscription. IF YOU FAIL TO MEET THE SELF CANCELLATION SERVICE COMMITMENT BY NOT USING THE ONLINE SELF CANCELLATION FORM FOR CANCELLING YOUR SUBSCRIPTION TO THE IDENTIFIED SERVICE (OR IF IDENTIFIED TERMINATES YOUR SUBSCRIPTION TO THE IDENTIFIED SERVICE DUE TO A BREACH OF THIS AGREEMENT), YOU AGREE THAT IDENTIFIED MAY CHARGE YOU THE CANCELLATION FEE OF $10.00 AND YOU AGREE TO PAY ANY SUCH CANCELLATION FEE. Due to the large volumes of SPAM, BULK and JUNK e-mail, cancellation via e-mail or FAX is not a valid form of cancellation as we can not guarantee the receipt of your request. All cancellation requests are confirmed on-screen immediately upon the completion of the online self-cancellation process. If you have not been presented with the on-screen confirmation page you have not completed the cancellation process and your subscription will remain active until the process is complete and confirmation has been presented. The on-screen confirmation represents proof of cancellation and should be printed and retained for your records. However, please note that under paragraph 15(d)(7) below there is no proration of your annual Subscription charge if you terminate your Subscription before the end of its Subscription term. Your Subscription will be billed to your credit card, in advance, each year on the anniversary of your Subscription start date. For example, if you subscribe on January 15th, your credit card will be billed at the then current rate on that date for the period between that date and January 14th of the following year. Unless you provide notice of termination of your Subscription at least 5 business days prior to your renewal date, your credit card will be billed once again at the then current rate on January 15th of the that year for one year ending January 14th of the following year, and so forth. You will receive a notice approximately one month prior to the end of your annual Subscription cycle informing you that your credit card will be automatically charged for the subsequent year on the anniversary date of your annual Subscription. We are sorry that we cannot offer any refunds once you have been charged for your Subscription. SUBSCRIPTIONS ARE NON-REFUNDABLE.
(iii) Annual Subscription check payment - If you elect to pay your annual Subscription fee by check, you will receive two renewal notices, the first approximately two months prior to the end of your current Subscription year and the second notice approximately one month prior to the end of your current Subscription year. Your payment of the renewal fee set forth in the renewal notice will be required before the end of your current Subscription year, or your Subscription will automatically terminate at that time. We are sorry that we cannot offer any refunds once you have been charged for your Subscription. SUBSCRIPTIONS ARE NON-REFUNDABLE.
(3) Credit Card Payment Process
(i) Credit card authorization - The credit card information you supplied is automatically submitted for authorization, once you have completed the registration form. This authorization process may take up to 2 business hours; once your credit card is authorized, you will receive a "Welcome" message and e-mail confirming the successful authorization of your credit card and the completion of your registration process. (See paragraph 15(d)(4) below.) This credit card authorization process will be repeated prior to billing each subsequent Subscription fee charge; however, you will receive the "Welcome" and e-mail messages only at the time of your initial registration.
(ii) Secure payment processing - The Company's secure server software encrypts information to protect your credit card transaction. If you have concerns, please read our Security Statement. This statement is available for future reference in the Service Help file.
(iii) Unsuccessful authorization - If, at the time of any Subscription billing, the Company is unsuccessful in its attempts to receive authorization for your credit card, the Company will automatically send you an e-mail informing you of this difficulty. You will be required to contact your credit card processor and/or bank immediately to determine the nature of the problem with your account, and to notify the Company immediately of your updated credit card information. The Company will add a late fee of $35 to your unpaid balance after the 10th day of unsuccessful authorization. In the interim, the Company will continue to attempt to successfully bill your account, each day, for up to 30 days. If the Company is unable to do so, and has not heard from you by the end of this 30-day period, your Subscription will be terminated and your account may be turned over to a collection agency for further collection. The Company will add a collection fee of $10 to your account to cover the costs of this collection activity. If you dispute or deny a valid charge with your credit card company you will be sent an invoice for the disputed amount plus a $35.00 non-compliance processing fee by postal mail. A courtesy notification may also be sent by email. Replies to such email notices will not be read or processed. Copies will also be sent to your bank and Credit Card Company.
(iv) Credit card expiration date - As a service to Subscribers, the Company will automatically send you e-mail notification informing you that your credit card is due to expire within the next 30 days. Subscribers agree to provide the Company with complete, and updated billing information including your applicable billing information (e.g., credit card number and expiration date for Subscribers paying by credit card), and other information prior to your bill date. Credit card expiration is not a valid form of cancellation. Failure to provide updated billing information may result in additional fees. You must notify Identified of your intent to cancel before your bill date to avoid renewal.
5. Term and Termination
5.1 Term; Termination. Unless earlier terminated in accordance with the Subscription Agreement, the term of the Subscription Agreement will commence on the Effective Date and continue until terminated by Identified with or without notice. This Agreement shall automatically terminate if: (a) you breach the Subscription Agreement and fail to correct the breach within thirty (30) days following notice by Identified specifying the breach; or (b) you becomes subject to bankruptcy or insolvency related proceedings that are not dismissed with prejudice within sixty (60) days after the institution thereof. Notwithstanding anything herein to the contrary, Identified may immediately terminate the Subscription Agreement, with or without notice, if you breach, or if Identified believes that you have violated or acted inconsistently with, any of the terms of the Subscription Agreement.
5.2 Effect of Termination. Upon the expiration or termination of the Subscription Agreement, all licenses and other rights granted to you hereunder will immediately terminate and your right to use the Site will immediately cease. You agree that, upon the expiration or termination of the Subscription Agreement, any termination of your access to or use of the Site may be effected without prior notice, and that Identified may immediately deactivate or delete your password and user name, and all related data, information and files associated with it, and/or bar any further access by you to such data, information or files. You agree that Identified may, in its sole discretion, retain such data, information and files to exercise its rights under Section 9. Within ten (10) days after any termination or expiration of the Subscription Agreement, you will (at your sole expense) return to Identified or destroy (and certify as to the permanent destruction of) all data, information and files made available to you through your use of the Services and Site (and all copies and extracts thereof) then in your possession or under your control.
You agree that Identified shall not be liable to you or any third party for any termination of your access to the Services and Site or to any such data, information or files, and shall not be required to make such data, information or files available to you after any such termination. The provisions of Sections 2.3 (Proprietary Rights Regarding the Site), 2.4 (Trademarks), 3 (Rules of Conduct; Limitations on License), 4 (Fees), 5.2 (Effect of Termination), 7 (Information Submitted Through the Site), 8 (Accuracy of Information on the Site), 9 (Profiles and Forums), 10 (Links), 12 (Warranty Disclaimer), 13 (Limitation of Liability), 14 (Indemnity), 15 (Jurisdictional Issues) and 19 (General Provisions) will survive the expiration or termination of the Subscription Agreement.
7. Information Submitted Through the Site
8. Accuracy of Information on the Site
We do not attempt to ensure that information made available through the Site or Services is complete, accurate or current, and such information may be inaccurate, incomplete or out of date. For example, information provided by Site users may be incomplete or may not accurately reflect true information about the Site users. We make no representation or warranty as to the completeness, accuracy or currentness of any such information, and you agree that we will not be liable for your use of or reliance on such information. Furthermore, without limiting the foregoing, you acknowledge and agree that (a) Identified is acting as a conduit only with respect to providing you access to information and materials through the Services, (b) Identified is not an Subscriber or employee of the Site's users or visitors, and (c) Identified does not vouch for, endorse, or verify the information and materials provided by the Site's users or visitors, including without limitation any credentials or qualifications of them (and Identified hereby disclaims any and all responsibility and liability as to the skills, employability, caliber and talent of them and the accuracy thereof). All information made available through the Site or Services is provided "as is".
9. Profiles and Forums
You may post certain information and materials on your "profile page" (your "Profile"). Subject to this Section 9, you may request to remove your Profile at any time. Furthermore, we and/or our service providers may make available through the Site services (for example, Q&A forums, message boards, surveys, polls, reviews, ratings, forums, blogs, chat functionality, messaging functionality and comment functionality on the Site, among other services) to which you are able to post information and materials (each, a "Forum"). Accordingly, you acknowledge and agree to the following:
9.1. Information contained in the Profiles and Forums may be provided by employees of Identified as well as by third party users of the Site. Please note that Site users may post information, data or messages or make statements in the Profiles and Forums that are inaccurate, misleading or deceptive. The Identified Parties do not validate and neither endorse nor are responsible for any opinion, advice, information, data, messages or statements made in the Profiles and Forums by third parties. Without limitation, Identified Parties are not responsible for any information or materials made available through the Profiles and Forums (including without limitation errors or omissions in Profiles and Forum postings or links or images embedded in a Profile or in Forum messages) or results obtained by using any such information or materials. Under no circumstances will any Identified Party be liable for any loss or damage caused by your reliance on such information or materials. The opinions expressed in the Profiles and Forums reflect solely the opinions of the individuals who submitted such opinions, and may not reflect the opinions of Identified.
9.2. The Identified Parties have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party of information voluntarily made public through a Profile or a Forum or any other part of the Site. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONAL INFORMATION OR OTHER INFORMATION PUBLICLY AVAILABLE IN A PROFILE OR A FORUM OR OTHERWISE ON THE SITE, YOU DO SO AT YOUR OWN RISK.
9.3. Except with respect to Personal Information about yourself or information that you make generally available to candidates seeking employment with your company (e.g., your employment marketing material) (collectively, "General Information"), you hereby assign and agree to assign to Identified all right, title and interest in and to any information, content and/or materials you submit through a Profile or a Forum or otherwise through the Site (each, a "Submission"). To the extent a Submission is not assignable, you hereby grant to Identified and its service providers and designees a worldwide, exclusive, transferable, sublicenseable (through multiple tiers), royalty-free, perpetual, irrevocable right and license, without compensation to you: to use, reproduce, distribute, adapt (including without limitation edit, modify, translate, and reformat), create derivative works of, transmit, publicly display and publicly perform such Submission, in any media now known or hereafter developed. This license is exclusive (so you can not license your Submissions to others), worldwide (as the Internet is global in its reach), fully paid up and royalty-free (so that we do not have to pay you for posting your Submissions) and sublicenseable through multiple tiers (so that we can use our service providers and subcontractors to provide Services). With respect to your General Information, you hereby grant to Identified and its service providers and designees a worldwide, nonexclusive, transferable, sublicenseable (through multiple tiers), royalty-free, perpetual, irrevocable right and license, without compensation to you: to use, reproduce, distribute, adapt (including without limitation edit, modify, translate, and reformat), create derivative works of, transmit, publicly display and publicly perform such General Information, in any media now known or hereafter developed.
9.4. For each Submission and General Information, you represent and warrant that you have all rights necessary for you to grant the assignments and licenses granted in this section, and that such Submission and General Information, and your provision thereof to and through the Site, complies with all applicable laws, rules and regulations. You further irrevocably waive any "moral rights" or other rights with respect to attribution of authorship or integrity of materials regarding each Submission and General Information that you may have under any applicable law under any legal theory. We request this waiver to help ensure that we have all the rights we may need to provide the Services available through the Site.
9.5. You acknowledge and agree that (a) we reserve the right (but have no obligation) to do any or all of the following, at our discretion: (i) monitor Submissions and General Information; (ii) alter, remove, or refuse to post or allow to be posted any Submission or General Information; and/or (iii) disclose any Submissions and General Information, and the circumstances surrounding their transmission, to any third party in order to operate the Site; to protect the Identified Parties and the Site's users and visitors; to comply with legal obligations or governmental requests; to enforce the Subscription Agreement; or for any other reason or purpose.
The Site may provide links to other web sites and online resources. Because Identified has no control over such sites and resources, you acknowledge and agree that the Identified Parties are not responsible for the availability of such external sites or resources, and the Identified Parties neither endorse nor are responsible or liable for any content, advertising, products or other materials on or available through such sites or resources. Other web sites may provide links to the Site with or without our authorization. You acknowledge and agree that the Identified Parties do not endorse such sites, and are not and shall not be responsible or liable for any links from those sites to the Site, any content, advertising, products or other materials available on or through such other sites, or any loss or damages incurred in connection therewith.
YOU AGREE THAT YOUR USE OF THIRD PARTY WEB SITES AND RESOURCES, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEB SITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.
Identified shall have the right, at any time and in its sole discretion, to block links to the Site through technological or other means without prior notice.
In addition to the terms and conditions of the Subscription Agreement, any features, contests, sweepstakes, games or similar promotions (collectively, "Promotions") made available through the Site may be governed by specific terms, conditions or rules that are separate from the Subscription Agreement. By participating in any such Promotion, you will become subject to those terms, conditions or rules, which may vary from the terms and conditions set forth herein. Identified urges you to review any specific terms, conditions or rules applicable to a particular Promotion, which will be linked from such Promotion. To the extent that the terms and conditions of such terms, conditions or rules conflict with the Subscription Agreement, the terms and conditions of such terms, conditions or rules shall control.
12. Warranty Disclaimer
THE SITE AND ANY GOODS OR SERVICES MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SITE ARE PROVIDED TO YOU "AS IS" WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE SITE, INCLUDING WITHOUT LIMITATION, ANY RELIANCE ON THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION OR MATERIALS AVAILABLE THROUGH THE SITE. THE IDENTIFIED PARTIES DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SITE AND ANY PRODUCT OR SERVICE (INCLUDING WITHOUT LIMITATION, THIRD PARTY PRODUCTS AND SERVICES) OBTAINED THROUGH THE SITE, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND TITLE AND ALL WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
In particular, Identified does not warrant that any use of or access to the Site, the Services and/or any information or materials provided in connection therewith will be error-free, complete or secure; that operation or availability of the Site or Services will be uninterrupted; or that errors or failures will be corrected or remedied; and hereby disclaims any and all liability in connection therewith. Furthermore, third parties may make unauthorized alterations to the Site. If you become aware of any unauthorized third party alteration to the Site, contact us at email@example.com with a description of the material(s) at issue and the URL or location on the Site where such material(s) appear.
13. Limitation of Liability
THE IDENTIFIED PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, USE, DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION YOU HAVE PROVIDED IN CONNECTION WITH YOUR USE OF THE SITE, OR UNAUTHORIZED INTERCEPTION OF ANY SUCH INFORMATION BY THIRD PARTIES, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES. IN PARTICULAR, AND WITHOUT LIMITATION, THE IDENTIFIED PARTIES WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SITE OR FROM ANY CONTENT POSTED ON THE SITE BY IDENTIFIED OR ANY THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE PRODUCT, SERVICES, OR SITE IS TO STOP USING THE PRODUCT, SERVICES, AND SITE. THE MAXIMUM LIABILITY OF IDENTIFIED FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO IDENTIFIED TO ACCESS AND USE THE PRODUCT, SERVICES AND SITE.
Without limiting the generality of the foregoing, you acknowledge and agree that Identified is providing a service that is intended only to assist you in operating your own business and that you are solely responsible for (and Identified assumes no responsibility and will have no liability of any kind for) the decisions that you may make, your use of the Site, the Services or any information or materials (including any suggestions and recommendations) provided in connection therewith, or any effects on business that may result from such use. This Section will be enforceable to the fullest extent allowed by applicable law. No information or advice (whether written, oral or otherwise) provided by Identified or its representatives will create any warranty or in any way affect the disclaimers of warranty or limitations of liability expressly provided in the Subscription Agreement.
You agree to defend, indemnify and hold harmless the Identified Parties, from and against all claims, losses, costs and expenses (including attorneys fees) arising out of (a) your use of, or activities in connection with, the Site or Services; or (b) any violation of the Subscription Agreement or any applicable law, rule or regulation by you.
15. Jurisdictional Issues
The Site is hosted by Identified from the United States, and is not intended to subject Identified to the laws or jurisdiction of any state, country or territory other than that of the United States. Identified does not represent or warrant that the Site or any part thereof is appropriate or available for use in any particular jurisdiction other than the United States. Those who choose to access the Site do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. You are also subject to United States export controls and are responsible for any violations of such controls, including any United States embargoes or other federal rules and regulations restricting exports. We may limit the Site's availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
16. Parental Control Protections
Pursuant to 47 U.S.C. Section 230(d) as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available on the two web sites GetNetWise (http://kids.getnetwise.org/) and OnGuard Online (http://onguardonline.gov/). Please note that Identified does not endorse any of the products or services listed at such site.
17. Notice for California Residents
Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please send an e-mail to firstname.lastname@example.org. You may also contact us by writing to 185 Berry Street Suite 6100, San Francisco, CA 94107, or by calling us at (415) 694-7447. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
18. Claims of Copyright Infringement
The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Site infringe your copyright, you (or your agent) may send Identified a notice requesting that Identified remove the material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send Identified a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices should be sent by email to email@example.com or mailed to Identified, Inc., Attn: DMCA Agent, 185 Berry Street Suite 6100, San Francisco, CA 94107, or by calling us at (415) 694-7447 or by faxing us at (415) 276-9079.
We suggest that you consult your legal advisor before filing a notice or counter-notice.
19. General Provisions