IMPORTANT NOTICE: THESE TERMS OF USE CONTAIN A BINDING ARBITRATION PROVISION AND WAIVER OF JURY TRIALS AND CLASS ACTIONS GOVERNING DISPUTES ARISING FROM USE OF THE WORKCULES SITES AND SERVICES. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE MANDATORY ARBITRATION AND WAIVER OF CLASS ACTION SECTION BELOW. PLEASE READ CAREFULLY.
These Workcules Terms of Use (“Terms”) govern access to and use of the Workcules, Inc. (“Workcules,” “we” or “us”) website located at www.workcules.com (the “Site”), and various Workcules services (the “Services”) by Site visitors (“Site Visitors”), employers interested in hiring that purchase Services from Workcules (“Employers”), Employers’ Authorized Users (as defined below) who submit information to Workcules on behalf of an Employer, and individual job seekers who create an account (“Account”) on the Workcules Site (“Job Seekers”) (collectively, the “Users”). By using the Site or any Workcules Services, you as a User accept these Terms (whether on behalf of yourself or a legal entity you represent). An “Authorized User” of an Employer is an individual natural person, over the age of eighteen (18), whether an employee, business partner, contractor, or agent of an Employer who is registered or permitted by Employer to use the Workcules Services subject to these Terms. Users may be referred to in these Terms as “you” and “your” as applicable. For the avoidance of doubt, all references to the “Site” in these Terms also includes any Workcules Services offered through the Site.
BY ACCESSING, USING, DOWNLOADING, OR UPLOADING ANY INFORMATION FROM OR TO THE SITE, OR USING THE SERVICES, YOU AGREE TO FOLLOW AND BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU ARE NOT AUTHORIZED AND MUST CEASE USING THE SITE AND SERVICES IMMEDIATELY.
Please check these Terms periodically for changes. If you do not agree to the Terms, please do not use the Site. By using the Site, you acknowledge that you have read, understood and agree to these Terms. Your continued use of this Site following the posting of any changes to the Terms constitutes acceptance of those changes.
You agree that at all times you shall keep confidential, maintain and control all user names and passwords used to limit your, and your access to the Site, and that you are exclusively responsible for all activities that occur in connection with such user names and passwords. You agree to immediately notify Workcules of any disclosure to, or use of, any such usernames or passwords by any other individual. Workcules will not be liable for any loss or damage of any kind, under any legal theory, caused by your failure to comply with the foregoing obligations.
Any information that you post to the Site or otherwise provide to us in connection with your use of the Site, including but not limited to Confidential Job Seeker Data (defined below), feedback, or job postings (collectively “User Content”) will be used by us in accordance with our Privacy Policy, which can be found here .
4.1. Eligibility to Use the Site: By using the Site, you represent and warrant that you are 18 years of age or older and competent to agree to these Terms.
4.2. Using the Site on Behalf of an Employer: If you are agreeing to these Terms on behalf of an Employer organization or entity, you represent and warrant that you are competent and authorized to agree to these Terms on that Employer’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that Employer).
4.3. Limited License: Upon your acceptance of these Terms, we grant you a limited, non-exclusive and non-transferable license to access and use the Site for your non-commercial personal use, or your internal business purposes (where applicable) and only as expressly permitted in these Terms. You shall not use or permit use of the Site for any illegal purpose or in any manner inconsistent with the provisions of these Terms. If you are or become a direct competitor of Workcules, you may not access or use the Workcules Services without Workcules’s explicit, advance, written consent, and then only for the purposes authorized in writing. Without limiting the foregoing, you may not: (1) interfere with others’ use of the Site; (2) impair the Site’s operation or interfere with or disrupt the servers or networks on which it operates; (3) interfere with Workcules’s exercise of its intellectual property rights; (4) frame or otherwise co-brand the Site or any content on the Site; (5) deep-link to any portion of the Site; or (6) use the Site for any illegal purpose. We reserve the right in our sole discretion to terminate or restrict your use of the Site, without notice, for any or no reason, and without liability to you or any third party. In such event, we may inform your Internet service provider of your activities and take appropriate legal action.
You acknowledge and agree that the Site contains certain information, such as text, graphics, images, videos, links, and other materials (collectively, “Workcules Content”) that is protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. You agree that as between you and Workcules, Workcules is the owner of Workcules Content. You may not reproduce, distribute, republish or retransmit any Workcules Content or materials posted at the Site except as expressly permitted herein. Except as expressly authorized by Workcules herein, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such materials or Workcules Content. Systematic retrieval of data or other Workcules Content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Workcules is prohibited.
The Site may provide links to, or information gathered from, other sites on the Internet. Workcules makes no representations whatsoever about these sites or this information. Other sites linked to the Site may contain information or material that some people may find inappropriate or offensive. The provision of links to, or information gathered from, other sites on the Internet should not imply Workcules’s endorsement of any such sites or any association between Workcules and these other sites’ operators. These sites are not under the control of Workcules, and you acknowledge that Workcules, its affiliates, and its licensors are not responsible for the accuracy, legality, decency, copyright compliance, or any other content of, or gathered from, such sites. You also acknowledge that Workcules, its subsidiaries, its affiliates, and its licensors shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on the content, goods or services available on or through any sites linked to the Site, or your transmission of information, including personal data, to third-parties through such other sites.
7.1. Employer Service Levels: The prices, features, and options of the Workcules Employer Services depend on the service level selected by you. Workcules does not represent or warrant that a particular service level or application will be offered indefinitely and reserves the right to change the prices for or alter the features and options in a particular service. Please check the Site for current pricing information.
7.2. Access: Access to certain premium level Employer Services is granted upon Workcules’s receipt of payment. Access is terminated upon the expiration of the subscribed term, or upon the cessation of recurring payments.
7.3. Employer Accounts: Premium Service subscription fees are due on a monthly, recurring basis.
7.4. Service Fees: All Service fees are non-refundable.
The following rules apply to your submission and use of User Content. The list of rules is for illustration only and is not a complete list.
8.1. User Content belongs to you; however, you grant permission to Workcules to use your User Content in connection with our Site. Accordingly, you grant Workcules a non-exclusive, irrevocable, royalty-free, perpetual, freely transferable, sublicensable, worldwide right and license to use, host, store, cache, reproduce, publish, display, perform, distribute, transmit, modify, adapt, commercialize, create derivative works of, and otherwise exploit such User Content in connection with our Site and Services. You represent and warrant that you have all the necessary rights to grant Workcules the foregoing license for all User Content you submit in connection with the Site and will indemnify us for any breach of this representation and warranty. Additionally, Employers hereby grant Workcules a non-exclusive, worldwide, royalty-free license to hyperlink to Employer’s website in connection with the Services. For the sake of clarity, the foregoing paragraph does not apply to “Confidential Job-Seeker Data” (defined below), which is provided by Job Seekers in connection with Workcules Services.
8.2. You may not post or submit any User Content that contains: (i) URLs or links to web sites other than to recruitment related pages on your Employer company website; (ii) copyrighted material (unless you own the copyright or have the owner's permission to post the copyrighted material); (iii) trade secrets (unless you own them or have the owner's permission to post them); (iv) material that infringes on or misappropriates any other intellectual property rights, or violates the privacy or publicity rights of others; (v) irrelevant keywords or white text keywords (including any words embedded in the document containing the User Content and hidden from Users); (vi) anything that is discriminatory, sexually explicit, obscene, libelous, defamatory, threatening, harassing, abusive, or hateful; or (vii) anything that is embarrassing or offensive to another person or entity.
8.3. User Content must not (i) impersonate another person, living or dead; (ii) post false, inaccurate or misleading information, opinions or notices (commercial or otherwise) or chain letters; (iii) post advertisements, or solicitations of business (including, but not limited to, email processors, any pyramid scheme or multi-level marketing business, except as expressly permitted hereunder).
8.4. Job postings must contain sufficient detail to convey clearly to the Job Seeker the nature and requirements of the job opportunity. Job postings that encourage Job Seekers to “email for more details” are not permitted.
8.5. Job postings must describe individual openings for traditional W-2 or 1099 employees. You may not advertise multiple job openings in a single posting.
8.6.Resumes must contain the accurate resume of a living individual seeking employment on a full-time, part-time, or contractual basis on his or her own behalf.
8.7. Workcules is under no obligation to monitor the User Content posted on the Site, but it may monitor User Content at random. User Content found to violate these Terms may be removed at Workcules’s sole discretion.
8.8. You may not respond to User Content posted by other Users in any manner or for any purpose other than that which is expected (i.e., to apply for the job or to initiate further discussion with the Job Seeker).
9.1. Users are prohibited from violating or attempting to violate the security of the Site, including, without limitation: (i) accessing data not intended for such User or logging into a server or account which the User is not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any User, host or network, including, without limitation, via means of submitting a virus to the Sites, overloading, "flooding", "mail bombing" or "crashing"; (iv) sending unsolicited e-mail, including promotions and/or advertising of products or services; (v) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
9.2. Violation of the foregoing security rules may result in civil or criminal liability. Workcules will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations.
You hereby represent and warrant to Workcules that: (i) you have all requisite rights and authority to use the Site and Workcules Services under these Terms and to grant all applicable rights herein; (ii) you are responsible for all use of the Workcules Services associated with your Account, and the Accounts of your Authorized Users (if applicable); (iii) you are solely responsible for maintaining the confidentiality of your Account name(s) and password(s); (iv) you agree to immediately notify Workcules of any unauthorized use of your Account of which you become aware; (v) you agree that Workcules will not be liable for any losses incurred as a result of a third party's use of your Account, regardless of whether such use is with or without your knowledge and consent; (vi) you will use the Workcules Services for lawful purposes only and subject to these Terms; (vii) any User Content you submit, upload, or send to Workcules is true, accurate, and correct; and (viii) you will not attempt to gain unauthorized access to the Site or the Workcules Services, other Accounts, computer systems, or networks under the control or responsibility of Workcules through hacking, cracking, password mining, or any other unauthorized means.
When you upload personal information to the Site or provide such information to Workcules, including but not limited to your name, address, phone number, email address, job history, skills, certifications, location preferences, and educational background (“Job Seeker Data”), it belongs to you; however, you grant permission to Workcules to use that Job Seeker Data in connection with our Services and in accordance with our Privacy Policy, including sharing Job Seeker Data with certain Employers. Accordingly, you grant Workcules an irrevocable, royalty-free, freely transferable, sublicensable, worldwide right and license to use, host, store, cache, reproduce, publish, display, distribute, transmit, modify, adapt, create derivative works of, and otherwise exploit such Job Seeker Data solely in connection with providing the Workcules Services to you. If at any time you wish to terminate the foregoing license, you may do so by contacting us in accordance with our Privacy Policy. You represent and warrant that you have all the necessary rights to grant Workcules the foregoing license for all Confidential Job Seeker Data you submit in connection with the Workcules Services and will indemnify us for any breach of this representation and warranty.
THE SITE, AND ALL CONTENT INCLUDED IN OR AVAILABLE THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE. THE SITE IS PROVIDED WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. WORKCULES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS COMPLETE, ACCURATE, RELIABLE OR CORRECT; THAT THE SITES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CONTENT ON THE SITE OR FROM OTHER USERS WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IN ADDITION, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SITES IS DONE AT YOUR OWN DIRECTION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
Under no circumstances shall Workcules, its officers, directors, employees, affiliates, or licensors be liable for any consequential damages (including, without limitation, indirect, punitive, incidental or special damages, damages for loss of profits, goodwill, use, data or other intangible losses (even if Workcules has been advised of the possibility of such damages) including, without limitation, any that result from: (i) the use of, or inability to use, the Site; (ii) your reliance on advice, information, or other content on the Site; (iii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or transactions entered into through or from the Site; (iv) unauthorized access to or alteration of your transmissions or data, including Confidential Job Seeker Data; (v) statements or conduct of any third party on the Site; or (vi) any other material relating to the Site. Workcules, its officers, directors, employees, affiliates and licensors shall only be liable to the extent of actual damages incurred by you, not to exceed the purchase price received by Workcules for the Service giving rise to the liability. This limitation applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Workcules has been advised of the possibility of such damage. Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages Workcules’s liability in such jurisdictions shall be limited to the extent permitted by law.
You agree to defend, indemnify, and hold harmless Workcules (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 User Content posted or submitted by you, your use of the Services or your breach of these Terms. Workcules 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. Workcules reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Workcules in asserting any available defenses.
Workcules is headquartered in the United States and stores and processes User Content, including Job Seeker Data, in the United States. Users who access the Site from outside the United States are responsible for compliance with local laws, if and to the extent local laws are applicable. Workcules makes no claims that the Site or content thereon are appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries, and such persons have no right to access or use the Site. If you access the Site from outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
Workcules respects the intellectual property rights of others and expects visitors to its Site to do the same. Workcules will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your content has been copied in a way that constitutes copyright infringement, please provide contact details to Workcules using the information below and provide the following: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Workcules reserves the right to remove content alleged to be infringing without prior notice and at its sole discretion. Workcules may also terminate a repeat infringer’s Account. Workcules’s designated copyright agent for notice of alleged copyright infringement appearing on the Site can be reached at legal@workcules.com .
17.1.Scope: This Section 17 is intended to be interpreted broadly and governs any and all disputes between Workcules and Users, including but not limited to, claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; claims that arose before these Terms; and claims that may arise after the termination of these Terms (“Claims”). The only disputes excluded from this broad prohibition are the litigation of certain intellectual property disputes as provided below.
17.2.Pre-Arbitration Procedure: We hope that we can resolve any disputes with you without resorting to arbitration. If you have an issue or a complaint, you agree to contact us at legal@workcules.com before taking formal action in accordance with paragraph 17.3. In your contact, please provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an Account). Workcules agrees to use reasonable efforts to address your issue or complaint.
17.3.Binding Arbitration: If, after engaging in good faith negotiations, we cannot reach an agreed-upon solution with you within sixty (60) days, then either party may initiate binding arbitration as the sole means to resolve Claims (except as provided below) subject to these Terms set forth below. You agree that any and all Claims shall be resolved by binding arbitration in accordance with the Consumer Arbitration Rules, as applicable, of the American Arbitration Association (“AAA”), having an address at 150 East 42nd Street, Floor 17, New York, NY 10017, or its successor. Information about AAA, including its rules and procedures, can be found at www.adr.org. If AAA, or its successor, is unable to arbitrate a particular Claim, then that Claim shall be resolved by binding arbitration pursuant to the rules and procedures of an equivalent organization as mutually agreed by the parties. The arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this agreement to arbitrate and the Terms, including but not limited to, any claim that all or any part of this agreement or the Terms is unenforceable. All fees charged by AAA, or its successor, shall be paid in accordance with the fee schedule under the Consumer Arbitration Rules, as applicable. All fees charged by any other equivalent organization as mutually agreed by the parties shall be paid in accordance with the rules and procedures of the equivalent organization. Arbitration awards may be enforced in any court of competent jurisdiction. The provisions of this paragraph shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq., and shall survive settlement. EXCEPT AS MAY BE PROVIDED IN AAA’S CONSUMER DUE PROCESS PROTOCOL THAT ALLOWS CONSUMERS TO FILE CERTAIN CLAIMS IN SMALL CLAIMS COURT, YOU AGREE THAT YOU ARE GIVING UP YOUR RIGHT TO A TRIAL IN COURT, EITHER WITH OR WITHOUT A JURY.
17.4.Class Action Waiver: You and Workcules expressly waive the right to file a class action or seek relief on a class basis. YOU AND WORKCULES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
17.5.Intellectual Property Exclusion: Notwithstanding the parties’ decision to resolve all disputes through arbitration, Workcules may bring enforcement actions, validity determinations, requests for emergent relief, including temporary restraining orders or preliminary injunctions, or claims arising from or relating to theft, piracy, or unauthorized use of intellectual property in any state or federal court with jurisdiction or in the U.S. Patent and Trademark Office to protect its intellectual property rights in the Site.
This Mandatory Arbitration, Waiver of Class Actions section shall survive any termination of your use of the Site.
Workcules reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site or some or all of the content or Services offered through the Site, with or without notice. You agree that Workcules shall not be liable to your or to any third party for any modification, suspension or discontinuance of the Site or some or all of the Services offered through it.
These Terms, along with Workcules’s Privacy Policy (together, the “Agreement”) constitutes the entire agreement between you and Workcules with respect to the Site and supersedes all prior or contemporaneous communications and proposals, whether oral, written, or electronic, between you and Workcules with respect to the Site. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The Agreement is governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. Jurisdiction for any claims arising under the Agreement shall lie exclusively with the state or federal courts in the State of New York. The sole relationship between you and Workcules is that of independent contractors. All provisions of this Agreement shall survive termination except those granting access or use to the Site and Services, 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.
If have any questions or should you need any additional information about issues relating to the Site, please contact us at legal@workcules.com or 251 Little Falls Drive, Wilmington, Delaware 19808, USA.