Legal /
Member Terms and Conditions
This is the Member Terms and Conditions (the "Agreement") for COWORKERS.COM,
a World Wide Web site operated by Coworkers.com, Inc. ("COWORKERS.COM"). This Agreement
sets forth the terms and conditions that govern your use, as a registered
member (a "Member") of all of COWORKERS.COM's Member Services (the "Services") at the
COWORKERS.COM web site (the "Site"). If you have any questions in general
concerning this Agreement, please contact COWORKERS.COM at
http://www.coworkers.com/contact.go.
This Agreement, and any other agreements
incorporated herein by reference, constitute the entire agreement between you
and COWORKERS.COM and supersede any prior agreements between you and COWORKERS.COM related to
your use of the Site. If you do not agree to the terms and conditions
described in this Agreement, do not complete the registration process; you will
not register as a Member and you will not be able to use our Services. As
used in this Agreement, the term "Member" refers to the individual that enters
into this Agreement and, where appropriate, the entity represented by such
individual.
1. GENERAL INFORMATION.
COWORKERS.COM provides a web site located on the Internet at
http://www.coworkers.com that allows Members to access and
use our Services for posting reviews of co-workers and others with whom
they have work-related experience. Once registered, Members may access
the Services.
The rules for posting and viewing reviews are found
at: http://www.coworkers.com/rules.go.
All Members agree to abide by those rules.
2. AGREEMENT WITH TERMS AND CONDITIONS.
2.1 Agreement and Acceptance.
By completing the registration form found at
http://www.coworkers.com/register.go and selecting
the "I have read and agree to the Member Agreement" checkbox, you agree to and
accept the terms and conditions of this Agreement. Please print a copy of
this Agreement for your records. To become a Member, you must
register as such by entering a valid email address and a password.
2.2 Amendments.
COWORKERS.COM may amend its Member Agreements, and all agreements referred to by this Member Agreement,
by providing no less than 30 days' notice to its Members of any such changes
and by posting the amended Member Agreement on the Site, with the effective
date of any such amendment conspicuously stated. A Member's continued use
of the Site after the effective date of any such amendment shall constitute the
Member's acceptance of such changes. In addition, COWORKERS.COM will e-mail all
Members notice of the amended Member's Terms and Conditions. Without
limiting the generality or effect of the foregoing, COWORKERS.COM may also add, delete
or modify some or all of its services at any time in its sole discretion,
subject to providing appropriate notice.
3. NO WARRANTY.
COWORKERS.COM PROVIDES THE SITE AND THESE SERVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS AND
WITHOUT WARRANTY OR CONDITION, EXPRESS OR IMPLIED. MEMBER AGREES THAT USE
OF THE SITE AND SERVICES ARE AT MEMBER'S SOLE RISK. COWORKERS.COM EXPRESSLY
DISCLAIMS ALL WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, (I) THE
IMPLIED WARRANTIES OF MERCHANTABILITY, (II) FITNESS FOR A PARTICULAR PURPOSE
AND NON-INFRINGEMENT, (III) THAT SERVICE WILL BE CONTINUOUS, UNINTERRUPTED
AND/OR ERROR-FREE AND (IV) AS TO THE ACCURACY OF POSTINGS AND REVIEWS MADE
ON THE SITE BY OR ON BEHALF Of ITS MEMBERS.
COWORKERS.COM MAKES NO REPRESENTATION AS TO THE QUALITY, IDENTITY OR RELIABILITY OF ANY
MEMBER POSTING.
4. MEMBER REPRESENTATIONS.
AS A MEMBER, YOU AGREE TO THE FOLLOWING:
A)
That the person completing this Agreement is 18 years old or older.
B)
That, when appropriate, the person completing this Agreement has
appropriate authority to bind the Company or other entity he / she represents.
C)
That all Member Information provided in the Registration form is
accurate and complete. If such information should change during the term
of this Agreement, Member shall update such information within 30 days of such
change, otherwise this Membership is subject to cancellation by COWORKERS.COM.
D)
That you shall not provide access to
the Site and Member Services to any other person or entity by disclosing your
Password to a third party.
E)
That you shall not tamper in any
way with the software or functionality of the Site. Without limiting the
foregoing, Member agrees not to put any material into the Site or Services
which contains any viruses, time bombs, trojan horses, worms, cancelbots or
other computer programming routines that may damage, interfere with, intercept
or expropriate any system, data or information.
F)
That you shall not disclose confidential information, such as Password,
even within Member's own organization, except on a need-to-know basis.
G)
That you shall not invade another
Member's privacy. This includes, but is not limited to, the breach or
attempted breach of the security of another Member's computer, software or data
without the knowledge and express consent of such Member.
H)
That you shall not impersonate the
identity of an individual other than Member's true identity.
I)
That you shall not use or distribute
on the Site tools or software designed to compromise privacy or security.
J)
That you shall not post any
information on site that is knowingly false, misrepresentative or fraudulent
with the intent to cause harm to another party, or in any way violates any of
the terms of section 5 of this Agreement.
5. MEMBER CONTENT POSTED ON OR STORED VIA THE SITE.
Member is solely responsible for reviews, comments and ratings ("Member Data")
that it posts on the Site or stores in the Site's databases through our
Services. COWORKERS.COM does not endorse or verify the truth or accuracy of any
information posted on the Site by Members. Member agrees that COWORKERS.COM has no
obligation to monitor the content on the Site, the Services, or links to other
web sites, and expressly disclaims any responsibility of COWORKERS.COM to filter any
such content. However, COWORKERS.COM may take any action with respect to such
information it deems necessary or appropriate in its sole discretion if COWORKERS.COM
believes such information is defamatory or improper to post on the Site.
COWORKERS.COM reserves the right to edit and / or delete any Member Data.
Member Data posted on the Site or stored in the Site's databases by the Member (a)
must not be false, inaccurate or misleading; (b) must not be fraudulent or
involve the sale of stolen items; (c) must not infringe any third party's
rights, including but not limited to copyright, patent, trademark, trade
secret, or other proprietary rights or rights of publicity or privacy; (d) must
not violate any applicable law, statute, rule or regulation; (e) must not be
obscene, indecent or contain pornography; (f) must not be defamatory, trade
libelous, threatening or harassing; and (g) must not link directly or
indirectly to items that qualify under (a) through (f) in this Section 5.
All Members agree that in the event a dispute arises between
or among Members pertaining to the Member Data, COWORKERS.COM shall have no liability
in such dispute and shall not be impleaded in such a suit. All Members hereby
waive any claims they may have against COWORKERS.COM with respect to the Member Data and
the posting of such Member Data on the Site.
Rules for site usage are found at:
http://www.coworkers.com/rules.go.
All Members agree to abide by those rules.
6. TERMINATION.
Either COWORKERS.COM or Member may immediately terminate this Agreement if the other party is
in default, by providing notice to the other party either in writing or via
email. This agreement may be terminated by either party with 30 days
notice to the other party if the other party is not in default.
7. ARBITRATION.
Any controversy or claim arising out of or relating to this Agreement or COWORKERS.COM's
services 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 the Commonwealth of Massachusetts,
and judgment on the arbitration award may be entered into any court having
jurisdiction thereof. Either you or COWORKERS.COM may seek any interim or
preliminary relief from a court of competent jurisdiction in the
Commonwealth of Massachusetts necessary to protect the
rights or property of you or COWORKERS.COM pending the completion of arbitration.
8. LIMITATION OF LIABILITY.
As a condition of using the Site or Services, and in consideration of the services
provided by COWORKERS.COM, Member agrees that neither COWORKERS.COM, nor any affiliate, officer, director,
shareholder, agent or employee of COWORKERS.COM, will be liable to Member or any third
party for any direct, indirect, incidental, special, punitive, or consequential
loss of profits, loss of earnings, loss of business opportunities, damages,
expense, or costs resulting directly or indirectly from, or otherwise arising
in connection with:
A)
the use of the Site or Services by the
Member, including but not limited to damages resulting from or arising from
Member's reliance on the Services, or reliance on the content of Member Data;
B)
the termination of Member's account by COWORKERS.COM.
In no event, shall the liability of COWORKERS.COM to Member under
this Agreement exceed the fees received by COWORKERS.COM from Member.
9. INDEMNIFICATION.
Without limiting the generality or effect of other provisions of this Agreement, as a
condition of Members, each Member agrees to indemnify, hold harmless, and
defend COWORKERS.COM, and each of its respective affiliates, subcontractors, agents, and
employees, against all third party claims, liabilities and damages incurred or
allegedly incurred by COWORKERS.COM arising out of such Member's engagement in
activities related to the Site, but excluding such damages arising out of
COWORKERS.COM's gross negligence or willful misconduct.
10. ADDITIONAL TERMS.
The following documents are incorporated in this Agreement by reference:
10.1 Privacy Policy.
The Site's Privacy Policy is available online at
http://www.coworkers.com/privacy.go.
COWORKERS.COM may amend the Privacy Policy from time to time and the amendments are
effective as stated in the Amendment.
10.2 Terms of Use.
The Site's Terms of Use is available online at
http://www.coworkers.com/terms.go.
All amendments and other notices posted therein shall be deemed to be incorporated
in this Agreement.
10.3 Fee Schedule.
COWORKERS.COM's Fee Schedule for the use of its Services is available online at
http://www.coworkers.com/pay.go.
COWORKERS.COM may amend the Fee Schedule from time to time and the amendments
are effective as stated in the Amendment.
11. OTHER GENERAL PROVISIONS.
This Agreement constitutes the entire agreement and understanding between the
parties with respect to the subject matter of this Agreement and supersedes and
replaces any and all prior written or verbal agreements. Headings are for
references only. A party's failure to insist upon or enforce strict
performance of any provision of this Agreement shall not be construed as a
waiver of any provision or right. Neither the course of conduct between
Member and COWORKERS.COM nor trade practice shall act to modify any provision of this
Agreement. If any provision of this Agreement is held to be invalid or
unenforceable, such determination shall not affect such provision in any other
respect or any other provision of this Agreement that shall remain in full
force and effect. This Agreement may not be assigned or transferred to
third parties by Member without prior written permission from COWORKERS.COM.
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