CyberCoders, Inc. and CyberCoders Staffing Services, LLC (collectively and individually "CyberCoders" or "We" or "Our") maintains and provides users the ability to access the website cybercoders.com (the "Site") subject to these Terms of Use (the "Terms" or the "Agreement") as well as all other policies, including without limitation CyberCoders' Privacy Policy, all of which may be amended from time to time and are incorporated herein by reference. As used herein, "You" (and all derivations thereof) shall mean the person(s) and entity(ies) accessing the Site and all those accessing the site on Your behalf.
1. ACCEPTANCE OF TERMS.
You accept these Terms by accessing or using the Site in any manner, even if you do not create an account and this includes, without limitation, when You complete or download an application, login to the Site or otherwise visit the Site. These Terms will be updated from time to time and Your continued use of the Site and/or any our services signifies Your continued acceptance of the Terms including updates. If, at any time, you wish to discontinue use of the Site, please contact Us as stated herein.
From time to time, when accessing the Site, you may utilize services offered through third party service providers who are not affiliated with or under the control or direction of CyberCoders ("Third Party Providers"). When using and/or opting in to services offered through Third Party Providers, you are subject to terms and conditions as provided by such Third Party Providers. CyberCoders IS NOT RESPONSIBLE FOR AND ASSUMES NO LIABILITY FOR THIRD PARTY PROVIDERS. For an explanation of CyberCoders' practices and policies related to the collection, use and storage of our Your information, please read our Privacy Policy.
2. ABOUT OUR SERVICES
2.1 CyberCoders Services. CyberCoders provides recruiting and related services for both clients and candidates who utilize the Site. CyberCoders provides to its candidates and potential candidates certain tools and resources related to job search capabilities, profile management and applications to jobs through Our website-based service (the "Candidate Services"). For clients and potential clients, the Site provides information about Our services, authorizes us to contact clients and potential clients and a fee is only charged upon mutual agreement or as stated in an agreement ("Client Services") (Candidate Services and Client Services are referred to, collectively, as "Services").
2.2 Changes and Discontinuation. CyberCoders reserves the right to change, modify or discontinue, temporarily or permanently, the Services at any time without notice. YOU HEREBY AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY THRID PARTY FOR ANY CHANGE, MODIFICATION OR DISCONTINUANCE OF THE SERVICES.
3. GENERAL TERMS
3.1 Provide Accurate Information. You agree to provide true, accurate, current and complete information about Yourself. Please update Your data to keep it current and accurate. You may not upload information You know or should know or believe to be false or defamatory. You may not provide any information You are not authorized to provide.
3.2 Guard Your Password. You may receive a password and account designation. While CyberCoders maintains ownership of the Site and any and all content, You are responsible for maintaining the confidentiality of your password and account information and You are fully responsible for all activities that occur using your password or account. Please notify CyberCoders immediately of any unauthorized use or disclosure of Your password or account information or any breach, actual or threatened, of security. You hereby acknowledge that the information available through CyberCoders may include personally identifiable information and it is Your responsibility to keep all such information confidential and secure.
3.3 Obey the Law. You represent and warrant that You will, at all times, adhere to all federal, state, local and municipal laws and ordinances. You agree not to use the Site or Services for unlawful or immoral purposes or for the transmission of material that is unlawful, harassing, immoral, false, fraudulent, defamatory, libelous, invasive of another's privacy, abusive, threatening or obscene or otherwise tortious, or that infringes or threatens to infringe the copyrights or trademarks or other intellectual or personal property rights of others.
3.4 Limits On Uses of User Information. By using the Site and Services, you agree not to data-scrape, copy, aggregate, redistribute, alter, reproduce or re-use any user's information. This prohibition on use includes, without limitation, selling information to third parties, using the data collected to customize users' experiences at a site or network outside of CyberCoders, using information to compete with CyberCoders, using the data for targeted marketing campaigns not affiliated with CyberCoders or using the data to offer services to CyberCoders users.
3.5 Service Limitations. All information on the Site is "AS IS" and comes without any warranties and you acknowledge that CyberCoders obtains data from third-party sources, which may or may not be thorough and accurate, and You shall hold harmless and indemnify CyberCoders for any inaccuracy or incompleteness of information supplied through the Site. You agree to provide, at your own cost and expense, all equipment, software, mobile access and internet access necessary to use the Services.
4. RIGHTS YOU GRANT TO CYBERCODERS
4.1 Distributing Content You Produce.
You agree that, by providing information to CyberCoders, you hereby grant to us a fully paid up, irrevocable, worldwide, perpetual, unlimited and assignable license to use any and all information as We see fit. CyberCoders may modify, display, distribute and create new material using such content and source information as We see fit in our discretion. By submitting content, you agree that the owner of such content has expressly agreed that, without any particular time limit and without the payment of any fees, CyberCoders may reproduce, display, utilize and distribute the content You may not submit materials that have been trademarked or copyrighted by anyone other than yourself. We may engage third parties to perform analysis or data processing of our databases that involves access to this information in order to better provide You with the services for which you joined (in which case we will take commercially reasonable measures to ensure that such parties keep the information confidential).
4.2 Account Access.
In order to ensure that CyberCoders is able to provide high-quality services that are responsive to the user's needs, you agree that all CyberCoders employees and personnel have access to your account and records.
4.3 Merger or Acquisition.
In order to ensure a smooth transition of services relative to your subscription, in the event of a merger, acquisition, reorganization or sale of all or substantially all of its assets, or the sale of an individual website owned by CyberCoders, CyberCoders may transfer your information, including personally identifiable information, to a third party as a part of such merger, acquisition, reorganization or sale.
5. WARRANTIES, LIMITATION OF LIABILITY, INDEMNIFICATION
5.1 Disclaimer of Warranties.
You expressly understand and agree to the following:
CyberCoders makes no warranty that (i) the Services will meet your requirements; (ii) the Services will be uninterrupted, timely, secure or error-free; (iii) the results that may be obtained from the use of the service will be accurate or reliable; (iv) the quality of any products, services, information or other material purchased or obtained by you through the service will meet your expectations; (v) that your email or voicemail messages will not be lost; and (vi) any errors in the software will be prevented or corrected.
Any material downloaded or otherwise obtained through the use of the Services is done at your own discretion and risk and you will be solely responsible for any actual or potential damage to your computer systems or loss of data that results or may result from the download of any such material. No advice or information, whether oral or written, obtained by You from CyberCoders, our third-party service providers or through or from the Services will create any warranty not expressly stated in the terms.
CyberCoders does not have any obligation to verify the identity of the persons or entities using its Services nor does it have any obligation to monitor the use of its Services by other users; therefore, CyberCoders disclaims any and all liability for identity theft or any other misuse or misappropriation of your identity or information by others.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain damages. Accordingly, some of the above limitations may not apply to You.
5.2 Limitation of Liability.
You agree that CyberCoders and its affiliates, including its parent company and affiliates and its/their employees, agents, officers, directors, officers, contractors, third party providers and representatives (collectively "CyberCoders Parties") are not liable for any allegation, loss, damage, injury, death or claim resulting from or arising out of: (i) the use or the inability to use the Site or Services; (ii) the ineffective operation of any of any of the Services offered; (iii) the cost of getting substitute goods and services resulting from any products, data, information or services purchased or obtained or transactions entered into through or from the Site or Services; (iv) the unauthorized access to or alteration of Your data; (v) any third-party statements or materials or any other conduct of anyone in connection with the Services or Site; (vi) the acts, omissions, negligence or misconduct of the CyberCoders Parties; and (vii) any other matter relating to the Sites or Services. In no event shall CyberCoders Parties be liable or responsible to you for any incidental, indirect, consequential, special or punitive damages, whether in contract, negligence, tort or otherwise, even if advised of the possible of such. YOU HEREBY AGREE THAT WE WILL NOT BE LIABLE FOR INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF REVENUE, PROFITS, OR DATA ARISING IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT AND THE SERVICE WILL NOT EXCEED THE TOTAL FEES PAID BY YOU UNDER THIS AGREEMENT.
5.3 Indemnification.
You agree to protect, indemnify and fully indemnify and hold harmless the CyberCoders Parties from any and all claims, loss, injury, death, allegations, liability, damages, expenses and costs (including, but not limited to, reasonable attorney's fees) whether or not same are initiated by a third party, arising out of or resulting from (1) your failure to comply with any term of this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws; (2) any content you submit to the Site or Services; (3) any and all acts, omissions, negligence or misconduct on your part or on the part of anyone acting on your behalf or through your authority; (4) your infringement of any intellectual property right or other right of anyone; and (5) any other harm, injury, death, allegation, claim, cost, expense or loss caused to CyberCoders Parties a result of your use of the Services or Site.
CyberCoders' rights under this Agreement may not be waived unless CyberCoders agrees to such in writing. This Agreement is personal to you and you may assign or transfer this agreement only with CyberCoders' prior written approval. Any other attempt to assign, transfer or delegate this Agreement shall be null and void.
5.4 Choice of Law.
This Agreement and all matters relating to your access to, or use of, the Services or Site shall be governed by the laws of the state of California, Orange County, excluding that body of laws known as conflicts of laws. If any provision of this Agreement is deemed to be invalid or unenforceable under applicable law, it is, to that extent, deemed omitted, and the remaining provisions will continue in full force and effect. This agreement is the entire understanding between you and CyberCoders about the services.
All of CyberCoders' rights and obligations under this Agreement are freely assignable and transferrable by CyberCoders in connection with a merger, acquisition or sale of assets or by operation of law or otherwise.
5.5 Copyrights.
All content and functionality on the Site, including text, graphics, logos, icons and images and the selection and arrangement thereof is the exclusive property of CyberCoders or its licensors and is protected by U.S. and international copyright laws. All rights not expressly granted are reserved.
5.6 Trademarks.
The trademarks, service marks, designs and logos (collectively, the "Trademarks") displayed on the Site are the registered and unregistered Trademarks of CyberCoders and its licensors. You agree that you will not refer to or attribute any information to CyberCoders or its licensors in any public medium (e.g., press release, web sites), for advertising or promotion purposes, or for the purpose of informing or influencing any third party and that you will not use or reproduce any Trademark of or imply any endorsement by or relationship with CyberCoders or its licensors.
5.7 Notices of Infringement and Takedown by CyberCoders.
CyberCoders prohibits the posting of any information that infringes or violates the copyright rights and/or other intellectual property rights (including rights of privacy and publicity) of any person or entity. If you believe that your intellectual property right (or such a right that you are responsible for enforcing) is infringed by any content on the Site, please write to CyberCoders at the address shown below, giving a written statement that contains: (a) identification of the copyrighted work and/or intellectual property right claimed to have been infringed; (b) identification of the allegedly infringing material on the Site that is requested to be removed; (c) your name, address, and daytime telephone number, and an e-mail address if available; (d) a statement that you have a good faith belief that the use of the copyrighted work and/or exercise of the intellectual property right is not authorized by the owner, its agent, or the law; (e) a statement that the information in the notification is accurate, and under penalty of perjury, that the signatory is authorized to act on behalf of the owner of the right that is allegedly infringed; and (f) the signature of the intellectual property right owner or someone authorized on the owner's behalf to assert infringement of the right. CyberCoders will remove any posted submission which infringes the copyright or other intellectual property right of any person under United States law upon receipt of such a statement (or any statement in conformance with 17 U.S.C. §; 512(c)(3)). United States law provides significant penalties for submitting such a statement falsely. Under appropriate circumstances, persons who repeatedly submit infringing or unlawful material will be prohibited from posting further submissions. CyberCoders' contact for submission of notices under this Section 5 is: TermsOfUse@CyberCoders.com.
5.8 Disclaimers.
All content and functionality on the site is provided "As Is," without warranty of any kind, either express or implied, including, without limitation, implied warranties of fitness for a particular purpose. CyberCoders and its third party content providers make no warranties, express or implied, as to the ownership, accuracy, or adequacy of the site content. CyberCoders shall have no liability or responsibility for any information published on linked web sites, contained in any user submissions published on the site, or provided by third parties. Neither CyberCoders nor its third party content providers shall be liable for any indirect, incidental, consequential, or punitive damages or for lost revenues or profits, whether or not advised of the possibility of such damages or losses and regardless of the theory of liability.
5.9 Third Party Web Sites.
We may provide links to third-party web sites, and some of the content appearing to be on this Site is in fact supplied by third parties, for example, in instances of framing of third party web sites or incorporation through framesets of content supplied by third-party servers. CyberCoders has no responsibility for these third party web sites, which are governed by the Terms of Use and privacy policy, if any, of the applicable third-party content provider.
5.10 Entire Agreement.
These Terms make up the entire agreement between you and CyberCoders and supersedes any other agreements.
5.11 No Waiver.
If CyberCoders fails to enforce any of these Terms, it will not be considered a waiver of these or any of the Terms.
6. ARBITRATION
ALL ACTIONS, DISPUTES, CLAIMS AND CONTROVERSIES, INCLUDING WITHOUT LIMITATION THOSE UNDER, CONTRACT LAW, UNDER COMMON LAW, STATUTORY LAW OR IN EQUITY OF ANY TYPE OR NATURE WHATSOEVER, WHETHER ARISING BEFORE OR AFTER THE DATE OF THIS AGREEMENT AND WHETHER DIRECTLY OR INDIRECTLY RELATING TO: (A) THIS AGREEMENT AND/OR ANY AMENDMENTS AND ADDENDA HERETO, OR THE BREACH, INVALIDITY OR TERMINATION HEREOF; (B) ANY PREVIOUS OR SUBSEQUENT AGREEMENT BETWEEN THE PARTIES; AND/OR (C) ANY OTHER RELATIONSHIP, TRANSACTION OR DEALING BETWEEN THE PARTIES (COLLECTIVELY THE "DISPUTES"), WILL BE SUBJECT TO AND RESOLVED BY BINDING ARBITRATION PURSUANT TO THE ARBITRATION RULES OF THE COMMERCIAL DISPUTE RESOLUTION PROCEDURES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (COLLECTIVLEY, "AAA RULES") OF THE AMERICAN ARBITRATION ASSOCIATION ("AAA"). A PARTY WHO INTENDS TO SEEK ARBITRATION MUST FIRST SEND WRITTEN NOTICE TO CYBERCODERS CUSTOMER CARE CENTER OF ITS INTENT TO ARBITRATE ("NOTICE"). THE NOTICE MUST BE SENT VIA CERTIFIED MAIL TO CYBERCODERS, ATTN: CUSTOMER RELATIONS, 101 PROGRESS, SUITE 100, IRVINE, CA 92618. THE NOTICE MUST DESCRIBE THE NATURE AND BASIS OF THE CLAIM OR DISPUTE AND SET FORTH THE SPECIFIC RELIEF SOUGHT. THE PARTIES SHALL WORK TOGETHER IN GOOD FAITH FOR A PERIOD NOT LESS THAN THIRTY (30) DAYS AND IF THE PARTIES DO NOT REACH AN AGREEMENT TO RESOLVE THE CLAIM IN THE MUTUALLY AGREED UPON TIME PERIOD THE PARTIES SHALL COMMENCE ARBITRATION PROCCEDINGS.
EXCEPT AS OTHERWISE PROVIDED FOR HEREIN, CYBERCODERS WILL PAY ALL AAA FILING, ADMINISTRATION AND ARBITRATOR FEES. IF, HOWEVER, THE ARBITRATOR FINDS THAT EITEHR THE SUBSTANCE OF YOUR CLAIM OR THE RELIEF SOUGHT IS IMPROPER OR NOT WARRANTED, AS MEAUSRED BY THE STANDARDS SET FORTH IN FEDERAL RULE OF CIVIL PROCEDURE 11(B), THEN THE PAYMENT OF ALL SUCH FEES SHALL BE GOVERNED BY THE AAA RULES. IN SUCH CASE, YOU AGREE TO REIMBURSE CYBERCODERS FOR ALL MONIES PREVIOUSLY DISBURSED BY IT THAT ARE OTHERWISE YOUR OBLIGATION TO PAY UNDER THE AAA RULES. YOU AGREE THAT, BY ENTEREING INTO THIS AGREEMENT, YOU AND CYBERCODERS ARE WAIVING IMPORTANT RIGHTS INCLUDING THE RIGHT TO A TRIALPER THESE TERMS.
THE ARBITRATOR MAY AWARD INJUNCTIVE RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY'S INDIVIDUAL CLAIM. CLAIMS MAY ONLY BE BROUGHT IN AN INDIVIDUAL'S CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPREESENTATIVE PROCEEDING. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTEHRWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
7. MODIFICATIONS
This agreement is subject to change by CyberCoders at any time. We may modify any of the terms and conditions contained in this Agreement at any time in our sole discretion. The updates and all changes will be posted at cybercoders.com/terms/. If any modification is unacceptable to you, you agree that your only recourse is to terminate this Agreement. Your continued use of the Service following our posting of a change notice or new agreement on the Site will constitute your binding acceptance of the change.
8. RIGHT TO INVESTIGATE
You understand and agree that CyberCoders reserves the right to investigate any improper use of the website that we reasonably suspect to be in violation of the terms set forth in this agreement.