TalentGrade Terms and Conditions

College Talent, LLC d/b/a “TalentGrade”

THIS TERMS OF SERVICE AGREEMENT (“Agreement”) is made between College Talent, LLC (“TalentGrade”; “Company”) and any person (“User”) who completes the registration process to open and maintain an account with the Company’s interactive online and communication service (“Service”). Company and User are collectively referred to as the “parties.”

BY CLICKING THE ACCEPTANCE BUTTON OR ACCESSING, USING OR INSTALLING ANY PART OF THE SERVICE, USER EXPRESSLY AGREES TO AND CONSENTS TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT. IF USER DOES NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THE BUTTON INDICATING NON-ACCEPTANCE MUST BE SELECTED, COMPANY WILL PROMPTLY CANCEL THIS TRANSACTION AND USER MAY NOT ACCESS, USE OR INSTALL ANY PART OF THE REGISTERED USER SERVICES.

  1. I.Service Terms and Limitations
    1. a. Description. The Service is proprietary to Company and is protected by intellectual property laws and international intellectual property treaties. User’s access to the Service is licensed and not sold. Subject to the timely payment of all Fees and the terms and limitations set forth in this Agreement, Company agrees to provide User with a personal, non-transferable and non-exclusive account enabling User to access and use the Service.
    2. b. Accessibility. User agrees that from time to time the Service may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Company may undertake from time to time; or (iii) causes beyond the control of Company or which are not reasonably foreseeable by Company.
    3. c. Equipment. User shall be solely responsible for providing, maintaining and ensuring compatibility with the Service, all hardware, software, electrical and other physical requirements for User’s use of the Service, including, without limitation, telecommunications and internet access connections and links, web browsers or other equipment, programs and services required to access and use the Service.
    4. d.Payments. User agrees to abide by TalentGrade Payment Terms and Deal Terms any time they use, post, sell, trade, exchange, acquire, give, donate or otherwise transact or make any deals on the Service; and furthermore agree to indemnify TalentGrade against any losses or liability as defined in the Indemnification Section of this Agreement.
  1. II. Limitations
    1. a. Security. User shall be solely responsible for the security, confidentiality and integrity of all messages and the content that User receives, transmits through or stores on the Service. User shall be solely responsible for any authorized or unauthorized access to User’s account by any person. User agrees to bear all responsibility for the confidentiality of User’s password and all use or charges incurred from use of the Service with User’s password.
    2. b. Privacy. When reasonably practicable, Company will attempt to respect User’s privacy. Company will not monitor, edit, or disclose any personal information about User, without User’s prior consent unless Company has a good faith belief that such action is necessary to: (i) comply with legal process or other legal requirements of any governmental authority; (ii) protect and defend the rights or property of Company; (iii) enforce this Agreement; (iv) protect the interests of users of the Service other than User or any other person; (v) provide hiring services to clients or employers; or (vi) operate or conduct maintenance and repair of Company’s services or equipment, including the Service as authorized by law. User has no expectation of privacy with respect to the Internet generally or Content published on the Service. User’s IP address is transmitted and recorded with each message User sends from the Service. Company does provide certain information relating to User to third persons such as companies, advertisers and sponsors.
    3. Personal information includes any information not publically available via the Service but specifically excludes any Content published on the Service including all published content and profile information as defined in the “Service” section of this Agreement.
  1. III.Service
    1. These Terms of Service apply to all users of the Service, including users who are also contributors and viewers of Content on the Service. “Content” includes the text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features and other materials you may view on, access through, or contribute to the Service. The Service includes all aspects of TalentGrade, including but not limited to all products, software and services offered via the TalentGrade website.
    2. The Service may contain links to third party websites that are not owned or controlled by TalentGrade. TalentGrade has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, TalentGrade will not and cannot censor or edit the content of any third-party site. By using the Service, you expressly relieve TalentGrade from any and all liability arising from your use of any third-party website.
  1. IV.Content
    1. a.You understand that TalentGrade does not guarantee any confidentiality with respect to any Content you submit.
    2. b.You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on the Service. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit; and you license to TalentGrade all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms of Service.
    3. c.You retain all of your ownership rights in your Content. However, by submitting Content to TalentGrade, you hereby grant TalentGrade a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the Service and College Talents's (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Service a non-exclusive license to access your Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms of Service. The above licenses granted by you in Content you submit to the Service terminate within a commercially reasonable time after you remove or delete your videos from the Service. You understand and agree, however, that TalentGrade may retain, but not display, distribute, or perform, server copies of your videos that have been removed or deleted. The above licenses granted by you in user comments you submit are perpetual and irrevocable.
    4. d.You further agree that Content you submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant TalentGrade all of the license rights granted herein.
    5. e.You further agree that you will not submit to the Service any Content or other material that is contrary to the TalentGrade Privacy Policy, currently found at PRIVACY POLICY, which may be updated from time to time, or contrary to applicable local, national, and international laws and regulations.
    6. f. TalentGrade does not endorse any Content submitted to the Service by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and TalentGrade expressly disclaims any and all liability in connection with Content. TalentGrade does not permit copyright infringing activities and infringement of intellectual property rights on the Service, and TalentGrade will remove all Content if properly notified that such Content infringes on another's intellectual property rights. This includes Digital Millennium Copyright Act (‘DMCA’) notices. TalentGrade reserves the right to remove Content without prior notice.
  1. V.Competitions and Contests Terms and Conditions
    1. a.Competitions and Contests Terms and Conditions should be read in conjunction with, and in subordination to, these College Talent, LLC Terms and Conditions.
    2. b.Participation in TalentGrade competitions, and contests, is free and open to enter by anyone thirteen years of age (13), or older. TalentGrade competitions and contests are bona fide contests of skill in which awards are made only to entrants, or owners of entries. Registration on TalentGrade is required to enter competitions or contests. By entering any TalentGrade competition, or contest, you agree to these Competitions and Contests Terms and Conditions, in addition to any other terms and conditions listed, or associated, with a particular competition or contest.
    3. c.All prize winners, or finalists, are subject to verification by TalentGrade that they are valid registered users of TalentGrade. Further, all competition, or contest entrants warrant that their entries are their own work, completed without cheating, fraud, deceit, violation of others property rights, infringing on copyrights, trademarks or patents, or created by means outside of the spirit or intent of the competition or contest. We reserve the right to investigate and remove entries for any suspected violations.
    4. d.Without prior written consent competitions and contests are not open to TalentGrade employees, interns, their immediate family or any persons directly involved with the specific competition or contest.
    5. e.Prizes and interviews shall be awarded subject to availability.
    6. f.Winners and runners-up shall be decided in accordance with the contest rules and descriptions to include by vote, by selection or other means of determining awards.
    7. g.All competition or contest participants grant TalentGrade an unlimited, irrevocable license to use their personal profiles and/or entries for reasonable promotions, marketing and publicity.
    8. h.TalentGrade reserves the right to deny any contest entries, for any reason, including denial for violation of any of our terms and conditions.
    9. i.Upon request contestants shall provide a signed affidavit attesting to the validity of their entries.
  1. VII.No Representation of Federal Anti-Discrimination Legal Compliance
    1. College Talent, LLC in no way represents compliance with Federal or State anti-discrimination law including The Civil Rights Act of 1964 (Title VII), The Age Discrimination in Employment Act of 1967 (ADEA), Titles I and V of the Americans with Disabilities Act of 1990 (ADA) or any other EEOC guidelines. Your company’s legal compliance should always be determined by a licensed attorney. More information about federal anti-discrimination laws or Equal Employment Opportunity Commission Guidelines can be found at www.eeoc.gov.
    2. For more information about EEOC pre-interview video screening compliance please reference the EEOC informal discussion letter Title VII / ADA Recordkeeping Responsibilities for Electronic Resumes with Video Clips / Employer Knowledge of Ethnicity, Gender, and Disability Prior to Interview dated 10/5/04 found at the hyperlink http://www.eeoc.gov/eeoc/foia/letters/2004/titlevii_ada_recordkeeping_video.html.
    3. College Talent, LLC reserves the right to immediately suspend any account, job posting, job competition or other content being used in violation of any of the above anti-discrimination laws.
  1. VIII.Disclaimer of Warranties
    1. THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. USE OF THE SERVICE IS AT USER’S SOLE RISK. COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, NOR DOES COMPANY MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE SERVICE. COMPANY MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE.
  1. IX.Limitation of Liability
    1. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE TO USER OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES FOR ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE OR THE INTERNET GENERALLY, INCLUDING, WITHOUT LIMITATION, USER’S USE OR INABILITY TO USE THE SERVICE, ANY CHANGES TO OR INACCESSIBILITY OF THE SERVICE, DELAY, FAILURE, UNAUTHORIZED ACCESS TO OR ALTERATION OF ANY TRANSMISSION OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY TRANSACTION OR AGREEMENT ENTERED INTO THROUGH THE SERVICE, OR ANY DATA OR MATERIAL FROM A THIRD PERSON ACCESSED ON OR THROUGH THE SERVICE, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE. IN NO EVENT SHALL COMPANY’S TOTAL LIABILITY FOR DIRECT DAMAGES EXCEED THE TOTAL FEES PAID BY USER TO COMPANY HEREUNDER. SOME STATES PROHIBIT THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THUS THIS LIMITATION OF LIABILITY MAY NOT APPLY TO USER. IF USER IS DISSATISFIED WITH THE SERVICE, USER’S SOLE AND EXCLUSIVE REMEDY SHALL BE FOR USER TO DISCONTINUE USE OF THE SERVICE AND TERMINATE THIS AGREEMENT.
  1. X.Indemnification
    1. User agrees to indemnify, hold harmless and defend Company, its shareholders, directors, officers, employees and agents from and against any action, cause, claim, damage, debt, demand or liability, including reasonable costs and attorney’s fees, asserted by any person, arising out of or relating to: (a) this Agreement; (b) User’s use of the Service, including any data or work transmitted or received by User; and (c) any unacceptable use of the Service, including, without limitation, any statement, data or content made, transmitted or republished by User which is prohibited as unacceptable.
  1. XI.Miscellaneous
    1. a. Independent Contractors. The parties and their respective personnel, are and shall be independent contractors and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party.
    2. b. Amendment. Company shall have the right, at any time and without notice, to add to or modify the terms of this Agreement, simply by delivering such amended terms to User by email at the address provided to Company by User or making such amended terms available via the service. User’s access to or use of the Service after the date such amended terms are delivered to User shall be deemed to constitute acceptance of such amended terms.
    3. c.Acknowledgment of this “Click-wrap” User Agreement. User acknowledges that the terms and conditions of this Service were prominently displayed and the User was afforded an opportunity to review those terms and conditions prior to clicking “agree”; and that by clicking “agree” he or she has read and fully ascents to those terms and conditions of this user Agreement.
    4. d. Governing Law. This Agreement shall be governed by, and construed under, the laws of the State of Indiana.
    5. e.Entire Agreement. This Agreement shall constitute the entire agreement between User and TalentGrade.