BEFORE YOU CHECK THE BOX AND CLICK ON THE “I ACCEPT” BUTTON, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CLICKING ON THE “I ACCEPT” BUTTON OR USING THE WEBSITE IN ANY MANNER, YOU ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT CLICK THE “I ACCEPT” BUTTON AND YOU WILL NOT BE PERMITTED TO USE OUR SERVICES. WE RESERVE THE RIGHT TO CHANGE THE TERMS OF THIS AGREEMENT IN THE FUTURE AND ANY CHANGES WILL APPLY TO YOUR USE OF THE WEBSITE AFTER THE DATE OF SUCH CHANGE. BY CLICKING “I ACCEPT” OR USING THIS WEBSITE YOU REPRESENT THAT YOU ARE AT LEAST 13 YEARS OLD.
We further reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Materials and/or Services (or any part thereof) with or without notice. You agree that, unless we have agreed otherwise in writing, we shall not be liable to you or to any third party for any modification, suspension or discontinuance of our Materials and/or Services (or any part thereof).
All user-supplied content, information, materials, files, communications, documents, text and images, including any comments or reviews you provide through the Site, are referred to collectively as “User Content.” “Our Content” means all materials provided by Ensidelook LLC. The terms and conditions expressed in this agreement apply to all users and visitors of this Site, and we may refer to all Site users as “you” or “your/s” in this Agreement.3. EMPLOYER AND EMPLOYEE ACCOUNTS
Types of users:
(i) The Site accommodates non-registered users – these are users who browse the Site without creating an account either as an employee or as an employer. Though these users do not create an account, by virtue of using the Site, they are also agreeing to be bound by the terms of this Agreement.
(ii) The Site accommodates employees who leave reviews about their experiences with former or current employers. Once reviews are submitted they cannot be deleted by the user. We may delete reviews upon a user’s satisfactory request, in our sole discretion.
(iii) The Site accommodates employers who can browse the reviews that have been submitted about them. Employers may also register for an employer account, through which the employers are provided with certain features, including monitoring of reviews submitted about them. Types of Accounts:
(i) Employee Account. An Employee Account is created by employees wishing to submit a review about an existing or former employer. To leave reviews, employees must create an Employee Account. In the event that an employee wishes to remove a previous review he or she posted, the employee may submit to us a request explaining the reason for the requested removal, which request may be granted in our sole discretion. When leaving a review about an employer we will not feature your name when posting the review, though you should be aware that, especially in smaller organizations, your employer may easily be able to identify you as the reviewer.
i. that you will not use an Account that is created by another Site user;
ii. that you will supply only complete and accurate information in registering for an Account;
In addition to the Materials and Services offered by us, this Site may also make available materials, links, information, products and/or services provided by third parties (collectively, the “Third Party Products and Services”). The Third Party Products and Services may be governed by separate agreements that accompany such products or services. We offer no guarantees and assume no responsibility or liability of any type with respect to the Third Party Products and Services. You agree that you will not hold us responsible or liable with respect to the Third Party Products and Services or seek to do so, even if we recommended the particular good or service. You further understand and agree that all dealings with individuals and entities accessed, introduced or referred through the Site is at your own risk.
Except as expressly indicated to the contrary elsewhere on this Site, you may use, view, and download Our Content and User Content available on this Site subject to the following conditions:
Our Content and User Content may be used solely for personal and internal purposes. You may not commercially exploit any of the Site content without express permission from us.
Our Content and User Content may not be modified or altered in any way except by us.
You may not remove any copyright or other proprietary notices contained in Our Content or User Content.
We reserve the right to revoke the authorization to view, use and download Our Content and User Content available on this Site or any portion of it at any time, and any such use shall be discontinued immediately upon notice from us.
The rights granted to you constitute a license and not a transfer of title.
The rights specified above to view, use and download Our Content and User Content available on this Site are not applicable to the design or layout of this Site. Elements of this Site are protected by trade dress and other laws and may not be copied or imitated in whole or in part.
The trademarks, logos, and service marks, including the “Ensidelook” trademark (the “Marks”) displayed on this Site are the property of Ensidelook LLC or other third parties. You are not permitted to use the Mark without the prior written consent of Ensidelook LLC or such third party that may own the Mark.6. LICENSE TO ENSIDELOOK LLC FOR USER CONTENT
Certain pages on the Site accommodate User Content, such as reviews by employees of their current or former employers. By submitting User Content to any area of the Site you grant us the following type of license: a perpetual, worldwide, royalty-free, exclusive license to modify and reproduce such User Content. You also grant us the right to distribute and publicly display and perform such User Content on the Site for the purpose for which such User Content was submitted to the Site. You also grant us a worldwide, perpetual, royalty-free, exclusive license to modify, compile, reproduce, sell, license and distribute such User Content without compensation to you. You agree that you will not submit any User Content to the Site that is in any manner infringing, untrue, or defamatory. Before submitting content or links from other websites you agree to review such sites’ terms and conditions to ensure that your activity on our Site does not violate such terms, and you agree to indemnify us to the extent that we are harmed because of your wrongdoing or violation of this Agreement.7. DIGITAL MILLENNIUM COPYRIGHT ACT
Our Site is committed to complying with U.S. copyright laws. The Digital Millennium Copyright Act (“DMCA”) provides a recourse for owners of copyrighted material who believe that their rights under U.S. copyright laws have been infringed on the Internet. Under the DMCA, copyright owners may contact the authorized agent of an Internet service provider to report alleged infringements of their protected works appearing on web pages hosted by the service provider. Upon receipt of a properly filed complaint satisfying the requirements of the DMCA, our Site will remove or block access to the allegedly infringing material, and may terminate the user’s Account as provided in this Agreement. If a person believes in good faith that a notice of copyright infringement has been wrongly filed, such person may submit a counter-notice to us. In any event, we shall not be made a party to disputes over alleged copyright infringement.
If you are a copyright owner or an agent thereof and believe that any User Content or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing us with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; 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 the service provider to locate the material; Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail; A statement 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 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 owner of an exclusive right that is allegedly infringed. You may send the notification to email@example.com. It is our policy in appropriate circumstances to disable and/or terminate the Accounts of users who are repeat infringers.
More specifically, you understand that you are entirely responsible for the content of, and any harm resulting from, your postings to or transmissions through the Site (your User Content). When you create or make available your User Content, you thereby represent and warrant that:
(a) the creation, distribution, transmission, public display and performance, accessing, downloading and copying of your User Content does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights of any third party;
(b) you have fully complied with any third-party licenses relating to your User Content, and have done all things necessary to successfully pass through to viewers any required terms;
(c) your User Content does not contain any viruses, malicious code or other harmful or destructive content;
(d) your User Content is not obscene, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable, libelous or slanderous, does not incite, encourage or threaten immediate physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
(e) your User Content does not contain material that solicits personal information from anyone under 18 or exploit people under the age of 18 in a sexual or violent manner, and does not violate any applicable child pornography law or otherwise intended to protect the health or wellbeing of minors;
(f) your User Content does not violate any applicable law designed to regulate electronic advertising;
(g) your User Content does not constitute, contain, install or attempt to install or promote spyware, malware or other computer code designed to enable you or others to gather information about or monitor the online or other activities of another party on or through the Site;
(h) your User Content does not contain any defamatory material, including defamatory information about your current or former employer;
(i) your User Content does not inundate the website with communications or other traffic suggesting no serious intent to use the website for its stated purpose; and
You may not access or use the Site for any other purpose other than that for which we make it available. In using the Site, including all Services and Materials available through it, you agree to not engage in any prohibited activities. Prohibited activity includes, but is not limited to:
(a) criminal or tortious activity;
(b) using any information obtained from the Site in order to contact, advertise to, solicit, or sell to any user without their prior explicit consent;
(c) interfering with, disrupting, or creating an undue burden on the Site or the networks or services connected to the Site;
(d) disrupting or interfering with the security of, or otherwise causing harm to, the Site, or any Services, Materials, system resources, accounts, passwords, servers, or networks connected to or accessible through the Site; and
(e) using the Site in a manner inconsistent with any and all applicable laws and regulations.
We reserve the right but do not have the obligation to:
(d) in our sole discretion and without limitation, notice or liability remove from the Site or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems;
(e) terminate and delete Accounts (including information stored in connection with Accounts) without notice or liability to you; and
(f) to otherwise manage the Site in a manner designed to protect the rights and property of Ensidelook LLC and others and to facilitate the proper functioning of the Site. We make no representation that we will keep or save your User Content; all such content may be deleted by us in our sole discretion without liability. In addition, to the maximum extent permitted by law, we will have no liability related to User Content. We disclaim all liability with respect to the misuse, loss, modification, or unavailability of any User Content.
EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND US, THIS SITE, AND ALL MATERIALS AND SERVICES ACCESSIBLE THROUGH THIS SITE ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (I) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS; (II) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (IV) THE QUALITY OF ANY SERVICES OR MATERIALS OBTAINED OR ACCESSIBLE BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; (V) ANY ERRORS IN THE SERVICES OR MATERIALS OBTAINED THROUGH THE SITE, OR ANY DEFECTS IN THE SITE, ITS SERVICES OR MATERIALS, WILL BE CORRECTED; OR (VI) THAT THE REVIEWS FEATURED ON THE SITE ARE TRUE AND ACCURATE.
IN NO EVENT SHALL ENSIDELOOK LLC OR ITS OFFICERS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR UNDER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE SITE AND ANY OF THE MATERIALS OR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO AMOUNT ACTUALLY PAID, IF ANY, BY YOU TO US DURING THE 12-MONTH PERIOD PRIOR TO THE CLAIM.14. INDEMNITY AND LIABILITY
This Agreement is governed in all respects by the laws of the State of New York without regard to conflict of laws provisions. BY ACCEPTING THIS AGREEMENT AND USING THE SITE, YOU ACCEPT AND CONSENT TO THE PERSONAL JURISDICTION AND VENUE OF THE FEDERAL AND STATE COURTS IN NEW YORK COUNTY, NEW YORK.
Notwithstanding any contrary provision contained herein, any controversy or claim arising out of or relating to this Agreement, the Materials or Services, or the Site or your use of the Site shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in New York County, New York, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. The award of the arbitrator shall be final and binding upon the parties without appeal or review except as permitted by New York law. Notwithstanding the foregoing, either party may seek any interim or preliminary injunctive relief from any court of competent jurisdiction in New York County, New York, as necessary to protect the party’s rights or property pending the completion of arbitration.