1. Registration InformationWe may at times require that you register and/or set up an account to use certain portions of the Site, the Site as a whole, or the Services. For example, you must be registered user of the Site if (i) you are an employer who wants to use the employer services available through the employer interface (“Employers”); or (i) you are a candidate who wishes to use the applicant services, complete assessments, post resumes, access job boards, etc. (“Candidates”). Visitors who merely browse the Site are not currently required to register. (In these Terms, “Employers”, “Candidates”, and “Visitors” are, collectively, “Users”). In order to register, you may be provided, or required to choose, a password, user ID, and/or other registration information, including, but not limited to personal information, depending on the kinds of Services that you choose to obtain from the Site (collectively, “Registration Information”). You agree and represent that all Registration Information provided by you is accurate and up-to-date. If any of your Registration Information changes, you must update it by sending the corrected Registration Information to us at: firstname.lastname@example.org or by using the appropriate update mechanism on the Site, if available. If ClearFit believes that the Registration Information you provide is not correct, current, or complete, ClearFit reserves the right to refuse you access to this Site or the Services, and to terminate or suspend your access at any time. However, ClearFit has no obligation to verify the accuracy, currency, completeness, or usefulness of any Registration Information that you have provided to the Site.
3. Site UseThe Site contains documents (including templates, tip-sheets, resources, checklists, guidance documents, sample questionnaires), text, graphics, photos, software, tools, logos, icons and other materials (“Site Content”) furnished by ClearFit that is owned by ClearFit. The Site may also contain documents, text, graphics, photos, software, tools, logos, icons and other materials (“Third Party Content”) that is owned or provided by persons and entities other than ClearFit (“Third Party Providers”)(the “Site Content”) and the “Third Party Content” are collectively, “Content”). ClearFit makes no representations or warranties regarding such Content. Inclusion of information or materials from third parties on this Site does not mean, unless expressly stated otherwise, that ClearFit endorses or agrees with such information or materials. You understand that you have no proprietary rights in the Content and that the Third Party Providers retain all proprietary right, title or interest, including copyright, in their respective Third Party Content. Unless otherwise expressly provided elsewhere on the Site regarding particular Content, you may not copy, sell, license, transfer, publish, reproduce, modify, display, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, bundle, sublicense, export, merge, loan, rent, lease, assign, share, outsource, host, distribute in any way, prepare derivative works based on, re-post, make available to any person or otherwise use, either directly or indirectly, any of the Content, in whole or in part, in an form or by any means whatsoever, be they physical, electronic or otherwise, except for personal or internal business use, without the prior written consent of ClearFit or the Third Party Providers. ClearFit grants you a limited, non-exclusive, non-transferable, non-assignable, revocable license to view and download Content from the Site and you may use such Content solely for your internal personal or internal business use only, provided you keep intact all copyright and other proprietary notices contained in the Content. The Content, its organization, design, compilation, advertising and all other material on the Site, including without limitation, the “look and feel” of this Site and the Services, is protected under applicable Canadian, United States, and international copyright and other proprietary (including but not limited to intellectual property) laws and regulations and is the property of ClearFit and our Third Party Providers. The Site is a copyrighted work of ClearFit and we reserve all rights in and to the Site and the Services. The copying, scraping, rearrangement, redistribution, modification, use or publication by you, directly or indirectly, of any such Content or any part of the Site or the Services is strictly prohibited. Other than connecting to our servers by http requests using a Web browser, you may not attempt to gain access to our servers by any means - including, without limitation, by using administrator passwords or by masquerading as an administrator while using the Site, the Services or otherwise.
5. SubmissionsClearFit expects that all Users will access and use the Site and the Services in a respectful and responsible manner in accordance with applicable laws. Users may have the opportunity to post to the blogs located on the Site or otherwise engage in dialogue with representatives of ClearFit (including hiring coaches) and other Users of the Site through the Site. Employers may use the Services to post jobs and seek Candidates. Candidates may use the Services to communicate with Employers. ClearFit welcomes your content, job postings, messages, remarks, ideas, commentary, reviews and other information communicated to ClearFit and other Users through this Site and the Services (collectively, a “Submission”). Of course, you are prohibited from using a false e-mail address, from impersonating another person or entity, or otherwise misleading ClearFit or other Members as to your identity when you are on the Site, using the Services or otherwise communicating with ClearFit. ClearFit may also refuse to grant you an ID or user name if such ID/user name is protected by trademark or other intellectual property laws or is unlawful or offensive, as determined by us in our sole discretion. You further agree that you will use this Site and the Services for lawful purposes only and represent and warrant that you will not use the Site or the Services to:
- download, post, e-mail or otherwise transmit any Submission that is unlawful, harmful, threatening, abusive, harassing, tortuous, homophobic, sexist, defamatory, vulgar, obscene, inflammatory, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, including but not limited to any Submission which encourages conduct that would constitute a criminal offence, violate the laws of others or otherwise violates any applicable local, provincial, national or international laws, including harms minors in any way;
- download, post, e-mail or otherwise transmit any Submission that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- download, post, e-mail or otherwise transmit any Submission that infringes, misappropriates, or otherwise violates any third party’s copyright, patent, trade-mark, or other proprietary right of publicity or privacy, or encourages or enables any other party to do so;
- use the Site, the Services or any Content to post, e-mail or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- upload, post, e-mail or otherwise transmit any Submission to the Site or the Services that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, alter, or limit the functionality of any computer software or hardware or telecommunications equipment or that imposes an unreasonable or disproportionately large load on the Site’s infrastructure or limits the functionality of any ClearFit’s or third party computer hardware, software, networks, or hardware or telecommunications equipment;
- interfere with or disrupt the Site, the Services or servers or networks connected to the Site, including attempting to interfere with the access of any other user, host or network, including without limitation, overloading, initiating, propagating, participating, directing or attempting any “denial of service” attacks, “spamming”, “crashing”, or “mail-bombing” the Site or the Services or disobeying any requirements, procedures, policies or regulations of networks connected to the Site;
- use any manual or automated software, devices, scripts robots, other means or processes to monitor, access, retrieve, search, “scrape,” “crawl” or “spider” any web pages or Content contained in the Site or the Services;
- use bots or other automated methods to access the Site or the Services, add or download contacts, send or redirect messages, or perform other activities through LinkedIn, unless explicitly permitted by ClearFit
- access, via automated or manual means or processes, the Site or the Services for purposes of monitoring the Site’s or Services’ availability, performance or functionality for any competitive purpose;
- engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Site or the Services;
- attempt to or actually access the Site or the Services by any means other than through the interfaces provided by ClearFit, which would include its mobile application or web links provided by ClearFit or its. This prohibition includes accessing or attempting to access the Site or the Services using any third-party service, including software-as-a-service platforms that aggregate access to multiple services, including the Site;
- attempt to or actually override any security component included in or underlying the Site;
- attempt to access or access any User account or login of any third party contained in the Site;
- intentionally or unintentionally violate any applicable local, provincial, national or international law, rule or regulation applicable in connection with the Site or the Services;
- collect or store personal information about other Users of the Site or disseminate such personal information through a Submission or otherwise;
- post or submit any inaccurate, false, misleading or incomplete information in any manner whatsoever, including resumes, biographical data or employment information;
- impersonate any person or entity or misrepresent yourself, your affiliation with any third party, or your entity/organization; or
- post a job for any of the following:
- adult-oriented businesses (strip clubs, brothels, porn sites, internet models or any related advertising);
- business opportunity or work from home advertising (anything requiring an upfront investment or purchase)
- jobs that involve illegal activities;
- mystery shoppers;
- barter or volunteer positions;
- deferred pay positions;
- some positions that are paid by commission only; or
- any position which ClearFit, in its sole discretion, determines to be inappropriate for the Site.
7. Disclaimer of Warranties/Limitation of Liability
Except as described above, everything on the Site, including the Content, the Services and all Submissions, is provided “as is” and “as available” basis without representations, warranties, guarantees or conditions of any kind, either express or implied. ClearFit expressly disclaims all representations, warranties, guarantees and conditions, including any implied warranties of merchantability, fitness for a particular purpose, title, quiet enjoyment or non-infringement or those arising out a course of dealing or usage of trade. You are solely responsible for any resulting damage to your computer system or loss of data that may arise from your use of the Site, Services and Content. ClearFit makes no representations, warranties or conditions regarding the completeness, accuracy, availability or appropriateness of the Site, the Services, or the Content or their usefulness for your purposes. For greater clarity, ClearFit does not represent or warrant that (i) the Content contained in this Site or the Services will be uninterrupted, reliable, accurate, complete, suitable, valid, truthful, error-free or will meet your requirements in any way; (ii) any defects in the Content will be corrected, or that this Site, the Services or the server that makes it available are free of viruses or other harmful components; (iii) the use of the Content, the Services and the Site will be timely, secure, or error-free; (iv) the results that may be obtained from your use of the Content, the Site or the Services obtained through the Site will be accurate, beneficial or reliable; or (v) the quality of any Content obtained by you through your use of the Site will meet your expectations. The Content may include technical inaccuracies or typographical errors, and ClearFit may make changes or improvements at any time. In no event shall ClearFit, its directors, officers, employees, affiliates, Third Party Providers, agents or advisors be liable to you or any other person or entity for any direct, indirect, exemplary, incidental, consequential or punitive damages, including lost profits, loss of income, loss of anticipated sales, loss of opportunities, business interruption, failure to realize unexpected savings, damage to property, claims of third parties, loss of goodwill, use, data or other intangible losses or other economic loss arising from: (i) your use or inability to use the Site, the Services or the Content obtained through the Site or any site to which you hyperlink from the Site; (ii) any third party claims that the use by you of the Content, the Services or the Site violates any third party intellectual property right or privacy right; (iii) any failure of performance of the Site, the Services or the Content, whether related to error, omission, interruption, defect, delay in operation or transmission, computer viruses or line failure; (iv) any damages arising from communications or transactions with other Users of the Site, or persons that you meet through the Site or (v) any other matters relating to this Site, the Services, any Submissions or the Content, based in contract, negligence, strict liability, fundamental breach, failure of essential purpose or otherwise, whether or not such ClearFit had any knowledge, actual or constructive, that you might incur such damages. Candidates further understand and agree that ClearFit (i) does not warrant that you will receive any employment or job offers through the Site; and (ii) shall not be responsible for any employment offers, employment screenings, hiring decisions, or any actual employment opportunities presented by Employers. Candidates must use their own judgment, caution, and common sense in evaluating and/or acting upon any job opportunities available through this Site or any linked site. ClearFit expressly disclaims any and all such above representations, warranties and conditions to the fullest extent permissible under applicable law. Certain jurisdictions do not allow limitations on implied warranties or conditions or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you may have additional rights and in such event, ClearFit’s aggregate liability to you for any damages shall not exceed $US1000.00.
8. IndemnityYou agree at all times to indemnify, defend and hold harmless ClearFit, its parents, subsidiaries, affiliates, officers, directors, agents, employees, contractors, licensors, Third Party Providers, successors and assigns (the “Indemnified Parties”) from and against any claims, losses, judgments, actions, proceedings, damages, costs and expenses (including without limitation, reasonable legal and other fees and disbursements) incurred by any of the foregoing parties due to or resulting from your use or misuse of the Site, the Services, the Content or from Submissions that you post to, submit or transmit through the Site or from your violation of these Terms.
- Applicable Law. These Terms and any action related thereto or related to the Site will be governed, controlled, interpreted and defined by and under the laws of the Province of Ontario and the federal laws applicable therein without giving effect to any principles of conflicts of laws. The United Nations Convention on the International Sale of Goods is explicitly excluded from this agreement. You agree that any action at law or in equity arising out of or relating to these Terms or your use of the Site, the Content and the Submissions will be filed only in a court located in Toronto, Ontario, Canada, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts for the purpose of any such action. Your use of the Site is void where prohibited by laws in jurisdictions to which you are otherwise subject.
- Termination. You acknowledge and agree that these Terms will remain in effect for so long as you use this Site or any Services. You agree that these Terms can only be terminated by you once you have stopped using the Site or the Services. ClearFit reserves the right to terminate your use of the Site or the Services at any time, for any reason, with or without cause, if ClearFit believes that you are violating these Terms in any way. ClearFit also has the right, in its sole discretion, to remove any Submissions or other content of yours from the Site. If you wish to terminate your account, you many choose to cease your use of the Site or the particular Service or to send ClearFit notification by e-mail at email@example.com. ClearFit will not be responsible for maintaining or returning Submissions or your password. The following sections shall survive any termination of this agreement: 3-10.
- Entire Terms. These Terms and any other legal notices, policies and guidelines of ClearFit linked to these Terms constitute the entire agreement between you and ClearFit relating to the subject matter hereof and supersede any prior understandings or agreements (whether oral or written), claims, representations, and understandings of the parties regarding such subject matter and the Terms may not be amended or modified except in writing or by making such amendments or modifications available on this Site.
- No Agency; Third Party Beneficiary. ClearFit is not your agent, fiduciary, trustee, or other representative. Nothing expressed or mentioned in or implied from these Terms is intended or will be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to these Terms. These Terms and all of the representations, warranties, covenants, conditions, and provisions hereof are intended to be and are for the sole and exclusive benefit of ClearFit, you, and relying Third Party Providers.
- Assignment. You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder.
- Severability. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
- No Waiver. ClearFit will not be considered to have waived any of its rights or remedies described in these Terms unless the waiver is in writing and signed by ClearFit. No delay or omission by ClearFit in exercising its rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. ClearFit's failure to enforce the strict performance of any provision of these Terms will not constitute a waiver of ClearFit's right to subsequently enforce such provision or any other provisions of these Terms.
- Headings. The headings used in these Terms are included for convenience only and have no legal or contractual effect and will not affect the construction or interpretation of these Terms.
- Language. The parties agree that this agreement and all documents relating thereto be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents que s'y attachent soient rédigés en anglais.