MARKETPLACE TERMS AND CONDITIONS
Date of Last Revision: Dec 7, 2022
HireMadSkills, Inc., d/b/a Instant Teams (“Instant Teams,” “we,” “us,” or “our”) provides the proprietary Instant Teams Talent Marketplace (“Marketplace”) pursuant to which, among other things, (a) individuals seeking jobs (“Career Seekers”) may register for accounts through which they can create profiles that include information regarding their education, experience and skills and their ideal job parameters and access job opportunities and (b) employers seeking to fill certain job openings (“Employers”) can view such Career Seeker profiles (including all related features and functionality, the “Marketplace”). All access and use of the Marketplace by Career Seekers is subject to these Terms and Conditions (as amended from time to time, these “Terms”). We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms were last revised. You may read a current, effective copy of these Terms by visiting the “Terms & Conditions” link on the Marketplace under the “Career Seeker” heading. We will also notify you of any material changes, either through the Marketplace user interface, a pop-up notice, email, or through other reasonable means. Your continued use of the Marketplace after the date any such changes become effective constitutes your acceptance of the new Terms. You should periodically visit this page to review the current Terms so you are aware of any revisions. If you do not agree to abide by these or any future Terms, you will not access, browse, or use (or continue to access, browse, or use) the Marketplace. By accessing, browsing, or otherwise using any aspect of the Marketplace as a Career Seeker, you acknowledge that you have read, understood, and agree to be bound by these Terms. For clarity, use of the Marketplace by Employers will be governed by the separate terms entered into between the Company and such Employers.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST INSTANT TEAMS ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.
When you send, store or receive materials (including job listings, resumes, and messages) through or using the Marketplace, Instant Teams may, for example, use such materials for data analysis, quality control, or to refine the Marketplace or any other Instant Teams product or service (including to provide better search results and other listings for Career Seekers and Customers), whether via automated means or otherwise. When you send, store or receive materials through or using the Marketplace, Instant Teams may also inform a Career Seeker that a Customer has taken an action with regards to a Career Seeker’s application such as opening the application, viewing the application and making a decision with regards to the application, and you hereby consent to Instant Teams taking such actions. Instant Teams may use application materials (including resumes and responses to screener questions) to determine whether the words of any Career Seeker’s resume and answers to screener questions match the words of a job listing, and vice-versa. You agree and consent that Instant Teams may differentiate those matching resumes and screener questions from those that do not match, and present them to Customers as matches or not matches. Instant Teams assumes no responsibility, and disclaims all liability, for the content, accuracy, completeness, legality, reliability, or availability of any job listing, career site, job solicitation, screener question, answer to screener question, resume information you post, send or receive through the Marketplace. If you see any inaccuracy in any such material, it is your responsibility to correct such information or to contact Instant Teams to do so. Instant Teams does not promise to correct any inaccuracy.
You agree that, if you accept a position through the Marketplace, you will perform the tasks and responsibilities associated with such job listing in a professional and workmanlike manner. Instant Teams does not guarantee you an offer of employment or continued employment. Under no circumstance shall Instant Teams be liable if you are terminated from any employment obtained through the Marketplace.
External Sites: The Marketplace may contain links to third-party sites and/or services on the Internet which are owned and/or operated by third-party vendors and other third parties (the “External Sites”). You acknowledge that Instant Teams is not responsible or liable for any such third parties or for the availability of, or the materials located on or through, any External Sites. These Terms are between you and Instant Teams only, and not with any third party. You should contact the site administrator or webmaster for the applicable External Site if you have any concerns regarding such links or the materials located on an External Site.
In addition, Instant Teams may provide you with links to certain third party sites that offer you services for your use or benefit. We may stop offering any such third party sites or services at any time. If you choose to use such third party sites or services, you enter into an agreement with such third party alone at your own risk. When entering into an agreement with such parties, you are giving them your data directly and your rights and their obligations are determined by their privacy policies and terms of service. Under no circumstances will Instant Teams be liable in any way for any content or materials of any third parties (including users), including for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content.
You acknowledge that Instant Teams does not pre-screen content, but that Instant Teams and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Marketplace. Without limiting the foregoing, Instant Teams and its designees will have the right to remove any content that violates these Terms or is deemed by Instant Teams, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content. We are not responsible for any content or services provided by these third parties, and disclaim all liability for anything that may occur when you utilize such third parties. We are additionally not responsible for any payment that may be asked of you by such a third party. You will be notified on the site that these are third party sites and services, and not Instant Teams.
Use of Marketplace: The Marketplace is for your non-commercial use only. If you wish to make commercial use of the Marketplace, or if you wish to purchase Instant Teams services that utilize the Marketplace, you must have a prior written agreement with Instant Teams to do so. Please contact us at firstname.lastname@example.org for more information. We reserve the right at all times (but will not have any obligation) to terminate users, disable and/or deactivate accounts and reclaim usernames or URLs, for any reason, including for inactivity on the Marketplace or failure to perform at any job placements facilitated via the Marketplace. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Marketplace, may be referred to appropriate law enforcement authorities. Instant Teams may also in its sole discretion and at any time discontinue providing the Marketplace, or any part thereof, with or without notice. You agree that any termination of your access to the Marketplace under any provision of these Terms may be effected without prior notice. Further, you agree that Instant Teams will not be liable to you or any third party for any termination of your access to the Marketplace.
User Content: Some parts of the Marketplace may allow users to upload, post or otherwise transmit resumes, information, text, images, audio, video, messages and other User Content (as defined below). Such functionality is designed to help users obtain career and company information, facilitate communication, discuss ways to make career decisions and to let users know of jobs. User Content is provided by third-party contributors, many of whom may use anonymous screen names. User Content may be inaccurate, incomplete, misleading or deceptive. Instant Teams does not endorse and is not responsible for any User Content, including any opinion, advice, information, or statement contained therein. You acknowledge that by accessing the Marketplace, you may come into contact with content (including User Content) that you find harmful, offensive, threatening, indecent or objectionable, including, but not limited to, explicit language and other potentially offensive material, and you acknowledge that Instant Teams shall have no liability with respect to such content.
You must not post any User Content that is unlawful, fraudulent, discriminatory, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or that contains sexual, ethnic, racial or other discriminating slurs or that contains no relevant or constructive content. You must also not post any User Content that contains proprietary information, trade secrets, confidential information, advertisements, solicitations, chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communication (except as otherwise expressly permitted by us in writing), or encourages or causes spamming or flooding.
You are prohibited from posting any User Content containing official identification information (whether your own or of another person), such as social security number, passport number, national identification number, insurance number, driver’s license number, immigration number, or any other similar number, code, or identifier. Posting such identification information may lead to identity theft and other adverse consequences. Instant Teams may remove any such identification information, but does not undertake any obligation to do so, and has no responsibility and disclaims all liability for any posting of such identification information. Instant Teams reserves the right to change the display of resume on its Marketplace, including, but not limited to, hiding fields, rearranging its format, and changing visual elements.
Although Instant Teams has no obligation to do so, Instant Teams may monitor User Content, and reserves the right to delete any User Content or portion thereof that, in Instant Teams’ sole discretion, violates the above rules, including any User Content that is unrelated to the specific portion of the Marketplace on which it is posted, or that is an advertisement, recruiting or other commercial messages, or that Instant Teams deems in its sole discretion to be inappropriate. If you believe that any User Content violates this Agreement or our policies please contact email@example.com so that we may have the opportunity to consider its removal. For clarity, Instant Teams does not have any obligation to remove any User Content, and the interpretation of whether any User Content violates any Instant Teams policy will always remain within the sole discretion of Instant Teams.
Instant Teams reserves the right to disclose all User Content and other relevant information, and the circumstances surrounding their transmission, to any third party in connection with operating the Marketplace; to protect itself, its affiliates, its partners and its visitors; and to comply with legal obligations or governmental requests. This means, for example, that Instant Teams may honor subpoenas, search warrants, law enforcement or court-mandated requests to reveal a user’s electronic address and identity, or other properly requested information.
Please note: Section 230 of the U.S. Communications Decency Act provides that: (1) Treatment of publisher or speaker/No provider or user of an interactive computer service shall be treated as the publisher or speaker of any information provided by another information content provider. (2) Civil liability/No provider or user of an interactive computer service shall be held liable on account of:
A) any action voluntarily taken in good faith to restrict access to or availability of material that the provider or user considers to be obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable, whether or not such material is constitutionally protected; or
(B) any action taken to enable or make available to information content providers or others the technical means to restrict access to material described in paragraph (1).
You represent and warrant that: (i) you own the User Content that you submit, post, display, or otherwise make available on or through the Marketplace, or that you otherwise have the right to grant the license set forth in this Section, (ii) such User Content, and its submission, posting, display or availability on or through the Marketplace does not violate applicable law or the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person or entity, and (iii) such submission, posting, display or availability on or through the Marketplace does not result in any breach of contract between you and any third party. You agree to pay all royalties, fees, damages, and any other monies owed to any person or entity by reason of such User Content. You agree to defend, indemnify and hold harmless Instant Teams and its affiliates from any claims resulting from any such User Content. If you wish to request to revoke the license granted by you in this Section for any such User Content, please send a certified letter of request to the postal address listed above with a copy of your passport or national identity card (for identity verification purposes) and request removal of such User Content. Your certified letter of request must include (a) the signature of the applicable rights holder for such User Content or a person authorized to act on behalf of the rights holder; (b) identification of the User Content for which the license is to be revoked, and information reasonably sufficient to allow Instant Teams to locate and remove such User Content on the Marketplace; (c) your name, address, telephone number, and email address; (d) a statement that you have a good faith belief that you are the rights holder or authorized by the rights holder to revoke the license for the designated User Content; and (e) a statement that the information in the request is accurate, and under penalty of perjury, that you are the rights holder or are authorized to act on behalf of the rights holder with respect to such User Content. There may be a charge for answering and executing such a request; please contact Instant Teams for more details.
At your discretion, you may provide feedback and related materials to Instant Teams concerning the functionality and performance of the Marketplace from time to time, including, without limitation, identifying potential errors, improvements, modifications, bug fixes, or enhancements (“Feedback”). If you, through your evaluation or otherwise, provide any Feedback, you hereby grant to Instant Teams a non-exclusive, worldwide, perpetual, irrevocable, fully paid, royalty-free, sublicensable (through multiple layers of sublicensees) and transferable right and license to reproduce, distribute, perform, display, prepare derivative works from and otherwise use and exploit all such Feedback for any purpose without restriction. You agree that Instant Teams may disclose any or all Feedback to any third party in any manner, and you agree that Instant Teams may sublicense any or all Feedback in any form to any third party without restriction. By providing any Feedback, you agree that your provision of such Feedback is gratuitous, unsolicited and without restriction, and will not place Instant Teams under any fiduciary, confidentiality or other obligation, and that we are free to use such Feedback without any additional compensation to you and free to disclose such Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by accepting any Feedback, Instant Teams does not waive any rights to use similar or related ideas previously known to Instant Teams, or developed by its employees, or obtained from sources other than you.
Marketplace Rules: You agree not to access (or attempt to access) the Marketplace by any means other than through the interface that is provided by Instant Teams unless you have been specifically allowed to do so in a separate, written agreement with Instant Teams. You agree that you will not engage in any activity that interferes with or disrupts the Marketplace (or the servers and networks which are connected to the Marketplace). Unless you have been specifically permitted to do so in a separate, written agreement with Instant Teams, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Marketplace for any purpose. You agree that you are solely responsible for (and that Instant Teams has no responsibility or liability to you or to any third party for) any breach of your obligations under this Agreement and for any consequences (including any loss or damage which Instant Teams may suffer) of any such breach.
You agree that you shall not transmit to Instant Teams or upload to or through the Marketplace (whether as User Content or otherwise) any Harmful Code, or use or misappropriate the Marketplace for your own commercial gain. “Harmful Code” shall mean any software (sometimes referred to as “viruses,” “worms,” “Trojan horses,” “time bombs,” “time locks,” “drop dead devices,” “traps,” “access codes,” “cancelbots” or “trap door devices”) that: (a) is designed to damage, disrupt, disable, harm, impair, interfere with, intercept, expropriate or otherwise impede in any manner, any data, storage media, program, system, equipment or communication, based on any event, including for example but not limited to (i) exceeding a number of copies, (ii) exceeding a number of users, (iii) passage of a period of time, (iv) advancement to a particular date or other numeral, or (v) use of a certain feature; or (b) would enable an unauthorized person to cause such result; or (c) would enable an unauthorized person to access another person’s information without such other person’s knowledge and permission. Without limiting the foregoing and by way of example only, users may not:
- Generate or facilitate unsolicited commercial email (“spam”). Such activity includes, but is not limited to:
- sending messages in violation of the CAN-SPAM Act under U.S. law or any other applicable anti-spam law;
- imitating or impersonating another person or his, her or its email address, or creating false accounts for the purpose of sending spam;
- data mining any Instant Teams property;
- sending messages to users who have asked not to be contacted;
- selling, exchanging or distributing to a third party the contact information of any person without such person’s knowledge of, and continued consent to, such disclosure; and
- using Instant Teams resume contacts in violation of Instant Teams policy, as determined by Instant Teams, including, for example, as indicated by low response rates from those persons contacted.
- Send, upload, distribute or disseminate any unlawful, defamatory, harassing, abusive, fraudulent, infringing, obscene, pornographic, libelous, invasive of another’s privacy, hateful, discriminatory, or otherwise objectionable content, or offer to do the same.
- Intentionally distribute viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other Harmful Code or items of a destructive or deceptive nature.
- Violate any applicable local, state, national, or international law, or any regulations having the force of law;
- Solicit personal information from anyone under the age of 18
- Conduct or forward pyramid schemes or similar programs.
- Transmit content that may be harmful to minors.
- Impersonate another person (via the use of an email address or otherwise) or otherwise misrepresent yourself or the source of any email.
- Transmit another’s intellectual property or other proprietary or confidential information without such owner’s or licensor’s permission.
- Violate the legal rights (such as rights of privacy and publicity) of others.
- Promote or encourage illegal activity.
- Interfere with other Instant Teams users’ enjoyment of the Marketplace.
- Create multiple Instant Teams Accounts in connection with any violation of these Terms or create Instant Teams Accounts by automated means or under false or fraudulent pretenses.
- Sell, trade, resell or otherwise exploit for any unauthorized commercial purpose, or transfer, any Instant Teams Account.
- Modify, adapt, translate, or reverse engineer any portion of the Marketplace.
- Remove any copyright, trademark or other proprietary rights notices contained in or on the Marketplace.
- Reformat or frame any portion of the web pages that are part of the Marketplace without Instant Teams’ explicit written permission.
- Contact other Instant Teams users about multi-level marketing (MLM) programs, jobs that require payment to start, or any topics Instant Teams considers detrimental to its users.
- Create multiple Instant Teams Accounts without permission.
- Create multiple Instant Teams Accounts not under your corporate or company name, in order to attempt to achieve higher visibility in the free-to-post system.
- Bypass any limitations or suspensions of functionality.
- Provide false information.
Instant Teams reserves the right to use any User Content (including the content of messages or material sent through or to the Marketplace or Instant Teams) to prevent potentially illegal or tortious activities, or any other activities that are detrimental to other users. Instant Teams reserves the right to use a variety of methods to detect and address anomalous activity and to screen User Content to prevent abuse such as spam or fraud. These efforts may on occasion result in a temporary or permanent suspension or termination of some functions for some users, with or without notice, and Instant Teams shall not be responsible or liable for any such suspension or termination, including any consequences thereof. Instant Teams reserves the right to drop an email with a .exe or .zip attachment for any or no reason.
Intellectual Property Rights
Service Content: You acknowledge and agree that the Marketplace may contain content or features (“Service Content”) that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws. Except as expressly authorized by Instant Teams, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Marketplace or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you upload to or make available through the Marketplace in accordance with these Terms. Any use of the Marketplace or the Service Content other than as specifically authorized herein is strictly prohibited.
Trademarks: The Instant Teams name and logos are trademarks and service marks of Instant Teams (collectively the “Company Trademarks”). Other company, product, and service names and logos used and displayed via the Marketplace may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Instant Teams. Nothing in these Terms or the Marketplace should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Company Trademarks displayed on the Marketplace, without our prior written permission in each instance. All goodwill generated from the use of Company Trademarks will inure to our exclusive benefit.
You acknowledge and agree that Instant Teams may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws, or government requests; (b) enforce these Terms; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Instant Teams, its users, or the public. You understand that the technical processing and transmission of the Marketplace, including your User Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.
Copyright Complaints: Instant Teams respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Instant Teams of your infringement claim in accordance with the procedure set forth below.
Instant Teams will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Instant Teams’ Copyright Agent at firstname.lastname@example.org (Subject line: “DMCA Takedown Request”).
You may also contact the Copyright Agent by mail at:
Instant Teams HQ
670 S. Broad St.
Southern Pines, NC 28387
To be effective, the notification must be in writing and contain the following information:
- a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed;
- identification of the copyrighted work or other intellectual property that you claim has been infringed, or, if multiple copyrighted works or other intellectual property are covered by a single
- notification, a representative list of such works or other intellectual property;
- identification of the content that is claimed to be infringing or to be the subject of infringing activity, and where the content that you claim is infringing is located on the Marketplace, with enough
- detail that we may find it on theMarketplace;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
- a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright or intellectual property owner or are authorized to act on the behalf of
- the owner of the copyright or intellectual property that is allegedly infringed.
Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:
- your physical or electronic signature;
- identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
- a statement by you, made under penalty of perjury, that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content to be removed or disabled; and
- your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within the State of Delaware and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Instant Teams will send a copy of the counter-notice to the original complaining party informing them that Instant Teams may replace the removed content or cease disabling it within ten (10) business days. Unless the owner of the applicable copyrighted work or other intellectual property files an action seeking a court order against Instant Teams or the user, the removed content may be replaced, or access to it restored, within ten (10) to fourteen (14) business days or more after receipt of the counter-notice, at our sole discretion.
Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Instant Teams has adopted a policy of terminating, in appropriate circumstances and at Instant Teams’s sole discretion, the accounts of users who are deemed to be repeat infringers. Instant Teams may also at its sole discretion limit access to the Platform and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
Registration-Contact Information: Some areas of the Marketplace, including areas that may permit you to set up an Instant Teams Account, require you to register or provide an email address. If you so register, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by our registration form (including your email address) and (b) be responsible for the confidentiality and use of your username and password, and not transfer or resell your use of or access to the Marketplace to any third party. You agree to (a) immediately notify Instant Teams of any unauthorized use of your password or Instant Teams Account or any other breach of security, and (b) ensure that you exit from your Instant Teams Account at the end of each session when accessing the Marketplace. Instant Teams is not responsible and disclaims all liability if your email is used improperly or falsely by a third party. We reserve the right at all times (but will not have an obligation) to terminate users or to reclaim usernames or URLs.
You agree that Instant Teams may, as part of its services to you, communicate with you, or initiate communication with you on behalf of a third party, through your Instant Teams Account or through other means such as email, telephone (including mobile phone), or postal mail, including through the use of contact information that you may provide to Instant Teams or that Instant Teams may otherwise obtain from third-party sources. By providing Instant Teams with a mobile phone number, you expressly consent to receive communication via such mobile number.
Disclaimer of Warranties: Instant Teams disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, operability or availability of information or material displayed in or linked from the Instant Teams search results (including jobs listings) or otherwise made available on the Marketplace by Instant Teams or third parties (including User Content), regardless of whether paid for or used for free. Instant Teams disclaims any responsibility for the deletion, failure to store, mis-delivery, or untimely delivery of any information or material (including User Content). Instant Teams disclaims any responsibility for any harm resulting from downloading or accessing any information or material on the Marketplace or on other sites or services on the Internet accessed through the Marketplace. Under no circumstances shall Instant Teams be liable to you or any third party on your Instant Teams Account of your use or misuse of or reliance on the Marketplace. Additionally, under no circumstances shall Instant Teams be liable to you or any third party on your Instant Teams Account of your use or misuse of or reliance on any third party site or service you link to from the Marketplace.
Instant Teams further disclaims all liability for any technical malfunction of the Marketplace, including but not limited to failure of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email delivery, your Instant Teams Account login, or any other services provided by Instant Teams as a result of technical problems or traffic congestion on the Internet or any third party website or combination thereof, including injury or damage to your or to any other person’s computer, mobile device or other hardware or software, related to or resulting from using or downloading any content in connection with the Marketplace. Under no circumstances will Instant Teams be responsible for any loss or damage to any content or personal injury or death, resulting from anyone’s use of the Marketplace, User Content, or third party applications, websites, software or content posted on or through the Marketplace or transmitted to users or any interactions between users of the Marketplace, whether online or offline. To the extent any user is engaged by a Customer, such relationship is solely between the user and such Customer and Instant Teams will have no responsibility or liability therefor.
THE MARKETPLACE, AND ALL MATERIALS, INFORMATION, ADVICE, JOB LISTINGS, USER CONTENT, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE MARKETPLACE ARE PROVIDED “AS AVAILABLE” AND “AS IS,” WITH NO WARRANTIES WHATSOEVER, EITHER EXPRESS OR IMPLIED. INSTANT TEAMS AND ITS AFFILIATES, AND ITS AND THEIR THIRD-PARTY LICENSORS, EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. INSTANT TEAMS AND ITS AFFILIATES, AND ITS AND THEIR THIRD-PARTY LICENSORS, DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE MARKETPLACE, AND ALL MATERIALS, INFORMATION, ADVICE, JOB LISTINGS, USER CONTENT, PRODUCTS, AND SERVICES AVAILABLE ON OR THROUGH THE MARKETPLACE. INSTANT TEAMS AND ITS AFFILIATES, AND ITS AND THEIR THIRD-PARTY LICENSORS, DISCLAIM ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE MARKETPLACE OR RECEIVED THROUGH ANY LINKS MADE AVAILABLE BY INSTANT TEAMS.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE MARKETPLACE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM DOWNLOADING OR OBTAINING ANY SUCH MATERIAL OR DATA.
Limitation of Liability: UNDER NO CIRCUMSTANCES SHALL INSTANT TEAMS OR ITS AFFILIATES, OR ITS OR THEIR THIRD-PARTY LICENSORS, BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER’S USE OR MISUSE OF OR RELIANCE ON THE MARKETPLACE. UNDER NO CIRCUMSTANCES SHALL INSTANT TEAMS OR ITS AFFILIATES, OR ITS OR THEIR THIRD-PARTY LICENSORS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), INDEMNITY, OR OTHERWISE, EVEN IF INSTANT TEAMS OR ITS AFFILIATES, OR ITS OR THEIR THIRD-PARTY LICENSORS, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE MARKETPLACE, FROM RELIANCE OR DAMAGE CAUSED BY INFORMATION POSTED ON THE MARKETPLACE, FROM INABILITY TO USE THE MARKETPLACE, UNAUTHORIZED ACCESS TO THE MARKETPLACE, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE MARKETPLACE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE MARKETPLACE OR RECEIVED THROUGH ANY LINKS MADE AVAILABLE ON THE MARKETPLACE. THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE MARKETPLACE OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON OR IS LINKED OR RELATED IN ANY WAY TO, THE MARKETPLACE. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY, AND TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE EXTENT PERMITTED BY LAW, THE MAXIMUM AGGREGATE LIABILITY OF INSTANT TEAMS AND ITS AFFILIATES, AND ITS AND THEIR THIRD-PARTY LICENSORS, FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL BE LIMITED TO THE AMOUNT YOU PAID INSTANT TEAMS TO USE THE MARKETPLACE.
Without limiting the foregoing, under no circumstances shall Instant Teams or its affiliates, or its or their third-party licensors, be liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its or their reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “INDEMNIFICATION”, “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
Dispute Resolution By Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Agreement to Arbitrate: This Dispute Resolution by Binding Arbitration section is referred to in these Terms as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Instant Teams, whether arising out of or relating to these Terms (including any alleged breach thereof), the Marketplace, any advertising, or any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms, you and Instant Teams are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
Prohibition of Class and Representative Actions and Non-Individualized Relief: YOU AND INSTANT TEAMS AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND INSTANT TEAMS AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
Pre-Arbitration Dispute Resolution: Instant Teams is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at email@example.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written notice of dispute (“Notice”). The Notice to Instant Teams should be sent to 670 S. Broad St. Southern Pines, NC 28387 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Instant Teams and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Instant Teams may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Instant Teams or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Instant Teams is entitled.
Arbitration Procedures: Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://www.adr.org/consumer. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms as a court would. All issues are for the arbitrator to decide, including issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless Instant Teams and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by AAA. If your claim is for $10,000 or less, Instant Teams agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Costs of Arbitration: Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. To the extent any Arbitration Fees are not specifically allocated to either Instant Teams or you under the AAA Rules, Instant Teams and you shall split them equally; provided that if you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of such Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of any Arbitration Fees, Instant Teams will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Instant Teams will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
Confidentiality: All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
Severability: If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms will continue to apply.
Future Changes to Arbitration Agreement: Notwithstanding any provision in these Terms to the contrary, Instant Teams agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Marketplace, you may reject any such change by sending Instant Teams written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
Governing Law and Dispute Resolution: THESE T&Cs ARE MADE UNDER, AND WILL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF DELAWARE APPLICABLE TO AGREEMENTS MADE AND TO BE PERFORMED SOLELY THEREIN, WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAW. With respect to any claims not subject to arbitration, as set forth above, each of the parties irrevocably and unconditionally consents and submits to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware.
Miscellaneous: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of this Agreement will be effective only if in writing and signed by Instant Teams. This Agreement, together with any amendments and any additional agreements you may enter into with Instant Teams in connection with the Marketplace, shall constitute the entire agreement between you and Instant Teams concerning the Marketplace. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
By accessing or using the Marketplace, you signify your assent to this Agreement and agree to comply with all applicable laws and regulations, including U.S. export and re-export control laws and regulations, copyright laws and other laws regarding intellectual property. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; (b) on any of the U.S. government lists of restricted end users. The materials on the Marketplace are provided with “Restricted Rights.” Use, duplication, or disclosure by the U.S. government is subject to restrictions as set forth in applicable laws and regulations. Use of the materials by the U.S. government constitutes acknowledgment of Instant Teams’ proprietary rights in them.
You understand and acknowledge that Instant Teams or its affiliates, or its or their licensors, owns all right title and interest to the Marketplace and all proprietary rights associated therewith. Instant Teams reserves all rights not specifically granted herein. You shall not modify any copyright notices, proprietary legends, any trademark and service mark attributions, any patent markings, or other indicia of ownership on the materials accessed through the Marketplace, other than your User Content. Any use of materials or descriptions, any derivative use of the Marketplace or its materials, and any use of data mining, robots, or similar data gathering and extraction tools is strictly prohibited. In no event may you frame any portion of the Marketplace or any materials contained therein.
Use of Marketplace by Minors: The Marketplace is not directed to individuals under the age of eighteen (18), but if you are under the age of 18 or the age of majority in your jurisdiction, you must use Instant Teams under the supervision of a parent or legal guardian, or responsible adult.
Information or Complaints: If you have a question or complaints regarding the Marketplace, please email us at firstname.lastname@example.org.