Terms of Use

HumanEdge, Inc. (“HumanEdge”) provides the humanedge.com website (the “Site”) and all Site-related services (the “Services”) subject to the terms of use set forth below and any and all modifications thereto (the “Terms of Use” or “Agreement”). Please read the Terms of Use carefully. By accessing, browsing or using the Site and any Services, you are deemed to have acknowledged acceptance of and expressly agreed to the Terms of Use. In addition, when using particular Services, you shall be subject to any posted guidelines or rules applicable to such Services which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference in the Terms of Use.

Eligibility

You must be at least 18 years old to access and use the Site and the Services. The Site is not intended to be a children’s site.

You agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Site’s account sign-up form and any other form on the Site (such information being the “Account Registration Data”) and (b) maintain and promptly update the Account Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current, incomplete or otherwise violative of the Terms of Use, or HumanEdge has reasonable grounds to suspect that such information is untrue, inaccurate, not current, incomplete or otherwise violative of the Terms of Use, HumanEdge has the right, at any time, in its sole discretion and with or without notice, to suspend or terminate your account and refuse any and all current or future use of the Site and the Services (or any portion thereof).

Linked Websites

The Site and the Services may contain links to websites operated by third parties (“Linked Sites”). Linked Sites are not, however, reviewed, controlled or examined by HumanEdge in any way and you acknowledge and agree that HumanEdge is not responsible for the content, availability, advertising, products or other materials of any such Linked Sites or any additional links contained therein or for the actions of any such Linked Sites or any users of any such Linked Sites. In addition, it is your sole responsibility to comply with the appropriate terms of service of the Linked Sites, as well as with any other obligations under any laws, including, without limitation, copyright, defamation, decency, privacy, security and export laws, related to the use of the Linked Sites and any content available on or through such Linked Sites. You further acknowledge and agree that HumanEdge, its affiliates, its successors, its assigns and its and their respective owners, directors, officers, employees and agents shall not be liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the creation of, use of or reliance on the Linked Sites, any content, advertising, products or other material available on or through the Linked Sites or any additional links contained therein, or the actions of any such Linked Sites or any users of any such Linked Sites. You should direct any concerns that you may have regarding any Linked Site or user thereof to that site’s administrator or webmaster.

Void Where Prohibited

Although the Site may be accessible worldwide, not all Services discussed or referenced in or on the Site are available to all parties or in all geographic locations or jurisdictions. HumanEdge reserves the right to limit the availability of the Site and/or the provision of any Services to any party, geographic area or jurisdiction it so desires, in its sole discretion, and to limit the quantities of any Services that it provides. Any offer for any Services made on the Site is void where prohibited.

More information regarding authorization to access the Site can be found in HumanEdge’s Privacy Policy, available online at Privacy Policy.

Code of Conduct

While accessing and using the Site and the Services, you agree not to:

Restrict or inhibit any other user from using and enjoying the Site and the Services;
Upload, post, publish, email, reproduce, distribute or otherwise transmit or provide any information, data, text, software, music, sound, photographs, graphics, video, messages or other materials (collectively, “Content”) which is unlawful, false, misleading, incomplete, harmful, threatening, hateful, abusive, embarrassing, harassing, tortious, libelous, defamatory, vulgar, obscene, hateful or invasive of privacy or publicity rights, contains explicit or graphic descriptions or accounts of sexual acts, or is otherwise objectionable;
Upload, post, publish, email, reproduce, distribute or otherwise transmit or provide any Content that victimizes, harasses, degrades, or intimidates any individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, marital status, veteran status, or any other protected status;
“Stalk” or otherwise harass another party;
Harm minors in any way;
Impersonate any person or entity, including, but not limited to, a HumanEdge representative, or falsely state or otherwise misrepresent your professional or other affiliation with any person or entity;
Upload, post, publish, email, reproduce, distribute or otherwise transmit or provide any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “Spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation (including, without limitation, the solicitation of users of the Site to become users of other websites or online services competitive with the Site and/or any Services);
Harvest, collect or store information about the users of the Site or use such information for any purpose inconsistent with the purpose of the Site or for the purpose of transmitting or facilitating the transmission of unsolicited bulk electronic mail or communications;
Upload, post, publish, email, reproduce, distribute or otherwise transmit or provide any Content that contains software viruses, worms, time bombs, Trojan horses, or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment or partake in any other similarly destructive activity, or surreptitiously intercept or expropriate any system, data or personal information;
Disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges through the Site or the Services (including, without limitation, by the excessive use of scripts, sound waves or scrolling);
Interfere with or disrupt the use of the Site or the Services or servers or networks connected to the Site or the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or the Services;
Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content uploaded, posted or otherwise transmitted on or through the Site or otherwise provided to HumanEdge ;
Upload, post, publish, email, reproduce, distribute or otherwise transmit or provide any Content in violation of another party’s patent, copyright, trademark, trade secret, or other intellectual property rights;
Upload, post, publish, email, reproduce, distribute or otherwise transmit or provide any Content that you do not have a right to transmit under any law or under any contractual or fiduciary relationships (including, without limitation, inside information, and proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
Intentionally or unintentionally violate any applicable local, state, national or international laws or any regulations having the force of law;
Modify, adapt, sublicense, translate, sell, distribute, broadcast, exploit for commercial purposes, reverse engineer, decompile, or disassemble any portion of the Site or any Services; or
Engage in any activity that is contrary to or which would adversely affect the purpose or intention of the Site or the Services, including but not limited to, actual or attempted manipulation or corruption, or otherwise affecting the outcome, of the Services (in whole or part) by, among other methods, subscribing another party without their authorization or registering multiple accounts under the same or different names.

You agree to immediately notify HumanEdge of any unauthorized use of the Site or the Services, including any breach of security known or suspected by you. In addition, in the event of an inaccuracy with or relating to the Site, you are to inform HumanEdge so that HumanEdge can attempt to correct it.

You acknowledge and agree that HumanEdge has the right to monitor the Site and the Services and reserves the right, at any time and with or without notice, to remove any Content. HumanEdge is not responsible for any removal of, failure to remove, delay in removing or failure to store any Content. Furthermore, you acknowledge and agree that HumanEdge has the right to preserve Content and to disclose any Content uploaded, posted or otherwise transmitted on or through the Site or otherwise provided to HumanEdge to any third party in order to: (a) operate the Site and the Services properly, (b) enforce the Terms of Use, (c) comply with legal obligations or governmental requests, (d) respond to claims that any such Content violates the intellectual property or other rights of third parties, or (e) protect itself or its affiliates, users or the public.

Intellectual Property Rights

All materials contained within the Site and the Services are protected by U.S. and international copyright law, trademark law and other intellectual property laws and conventions. Without limiting the generality of the foregoing, (a) all materials contained within the Site and the Services are the copyrighted property of HumanEdge , unless a different copyright holder is identified in those materials; (b) all trademarks appearing on the Site, including HumanEdge , are the property of HumanEdge and no other party may use said marks without the express written permission of HumanEdge ; and (c) as between HumanEdge and you and except as otherwise specifically provided in the Terms of Use, HumanEdge is the sole owner of all Content within the Site and the Services, including without limitation, all U.S. and international copyrights, trademarks and other intellectual property rights thereto. Except as otherwise specifically provided in the Terms of Use, you may not download or save a copy of the Site, any portion of the Site, or any Content within the Site or the Services, for any purpose whatsoever. Furthermore, all title and intellectual property rights in and to the materials contained within the Linked Sites is the property of the respective owner of said materials and may be protected by applicable copyright or other intellectual property laws.

You may download material displayed on the Site for non-commercial, personal use only, provided that you also (a) retain all copyright, trademark and other intellectual property notices contained on the material; (b) do not modify any portion of the material; and (c) retain all attribution with respect to the material (e.g., the link to the page within the Site that contains the material).

Copyright Information

To report what you believe constitutes copyright infringement on the Site, please notify HumanEdge at the address and as indicated below.

Legal Department
HumanEdge Inc.
30 Glenn Street, Suite 401
White Plains, NY 10603
Phone: 914-428-2233
Fax: 914-428-5547
Email: info@HumanEdge.com

The foregoing notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow us to locate the material on the Site; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Disclaimer of Warranties

You acknowledge and agree that the Site, the Services and the Content uploaded, posted or otherwise transmitted on or through the Site are provided on an “as is” and “as available” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or noninfringement or implied warranties of merchantability or fitness for a particular purpose, other than those warranties which are implied by and incapable of exclusion, restriction or modification under the laws applicable to the Terms of Use. HumanEdge makes no warranty that the Site, the Services or the Content uploaded, posted or otherwise transmitted on or through the Site will meet your requirements, or that the foregoing and your access to and use of any of the foregoing will be uninterrupted, timely, accurate, reliable, error-free, or secure. You assume total responsibility and risk for your use of the Site and the Services (including, without limitation, the Linked Sites).

You acknowledge and agree that HumanEdge, its third party Content providers, its affiliates, its successors, its assigns and its and their respective owners, directors, officers, employees, and agents are not responsible or liable for any direct, indirect, incidental, consequential, special, exemplary, punitive or other damages (including, without limitation, damages for loss of profits, goodwill, or data) under any contract, negligence, strict liability or other theory arising out of or relating in any way to the Terms of Use, the Site and the Services (including, without limitation, the Linked Sites) and/or any Content uploaded, posted, or otherwise transmitted on or through the Site or otherwise provided to HumanEdge. Without limiting the foregoing, you specifically acknowledge and agree that HumanEdge is not liable for any defamatory, offensive or illegal conduct of other users or third-parties, and that the risk of injury from the foregoing rests entirely with you. Your sole remedy for dissatisfaction with the Site, the Services and/or any Content uploaded, posted or otherwise transmitted on or through the site is to stop using the Site, the Services and/or such Content.

Without limiting the generality of the foregoing two paragraphs, you acknowledge and agree that HumanEdge (a) does not warrant that you will receive any employment or job offers through the Site; (b) shall not be responsible for any employment offers, employment screenings, employment decisions, and actual employment presented by third parties; (c) does not guarantee the accuracy, completeness, validity, or timeliness of job information obtained by way of the Site, including information provided by any third parties or obtained from the Site; (d) shall not be responsible for job openings and employment listings posted on the Site, including by third parties; and (e) is neither your employer (unless you have entered into a written employment agreement with HumanEdge that is duly executed by HumanEdge’s President (“Employment Contract”)) nor your agent in any regard. You shall use your own judgment, caution, and common sense in evaluating any prospective employers and any job information provided by way of the Site, including by any third party, and in managing job opportunities and information offered by or obtained from the Site; and solely bear the risks of any reliance on or use of any job information provided by any third parties.

You understand that all Content uploaded, posted or otherwise transmitted on or through the Site or otherwise provided to HumanEdge, whether publicly or privately, is the sole responsibility of the party from which such Content originated. In many instances, Content uploaded, posted or otherwise transmitted on or through the Site or otherwise provided to HumanEdge represents the opinions, judgments and statements of the respective information provider. HumanEdge neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on the Site by anyone other than authorized HumanEdge employee spokespersons while acting in their official capacities. Under no circumstances will HumanEdge be liable for any loss or damage caused by your reliance on any Content uploaded, posted or otherwise transmitted on or through the Site or otherwise provided to HumanEdge. It is your responsibility to evaluate the accuracy, completeness and usefulness of such Content. Further, HumanEdge assumes no responsibility for the removal of, failure to remove, delay in removing or failure to store any Content that you upload, email or otherwise transmit on or through the Site or that you otherwise provide to HumanEdge.

Furthermore, you acknowledge and agree that you are responsible for obtaining and maintaining all computer software, computer hardware and other equipment needed to access and use the Site and the Site-related services, and for all charges related thereto.

Indemnification

You agree to defend, indemnify and hold harmless HumanEdge, its third party Content providers, its affiliates, its successors, its assignees and its and their respective owners, directors, officers, employees and agents from and against any and all claims, actions, suits, proceedings, judgments, damages, losses, liabilities, costs and expenses (including, without limitation, reasonable attorney’s fees) of every kind whatsoever arising directly or indirectly out of or in connection with (a) your breach of the Terms of Use (including, without limitation, your violation of the Code of Conduct above), (b) any Content uploaded, posted or otherwise transmitted by you on or through the Site or that you otherwise provide to HumanEdge and (c) your activities in connection with the Site or the Services.

Submissions

You acknowledge and agree that, by submitting any Content to HumanEdge, you grant to HumanEdge a royalty-free, perpetual, irrevocable, non-exclusive, worldwide right and license, but not the obligation, to link to, use, reproduce, transmit, modify, adapt, publish, display, perform, distribute, translate, create derivative works from, and sublicense such Content (in whole or in part) and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such Content. By submitting Content to HumanEdge, you acknowledge and agree that you have the authority to grant such rights to HumanEdge. In addition, in operating the Site, HumanEdge does not solicit, nor does it wish to receive, any confidential, secret or proprietary information or other material from you through or in connection with the Site or the Services. Any information or other material submitted or sent to HumanEdge will therefore be deemed not to be confidential, secret or proprietary. You understand that any such information or material will be treated by HumanEdge in the manner described in its Privacy Policy, available online at Privacy Policy. By submitting Content to HumanEdge, you also represent and warrant that such Content is original to you and that no other party has any rights to such Content.

Use of Secure Area and Password

Use of any password-protected area of the Site is restricted to the party that has been given permission by HumanEdge and a password to enter such area (the “Authorized Party”). The Authorized Party (a) may not distribute their log-in ID or password to others, (b) must maintain the confidentiality of their log-in ID and password and (c) is responsible for any and all damages to HumanEdge resulting from the Authorized Party’s distribution of their log-in ID or password.

Modifications

HumanEdge shall have the right at any time and for any reason, in its sole discretion, to: (a) modify this Agreement; (b) modify the Site and the Services (including, without limitation, removing, eliminating or discontinuing any Content or feature thereof, restricting the hours of availability, or limiting the amount of use permitted); (c) modify any fees or charges for use of the Site, including, without limitation, instituting new or increased fees or charges for the use of the Site or any Services or any feature thereof; and/or (d) modify any pricing published on the Site for any Services.

Such modifications shall be deemed effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the Site, electronic mail or conventional mail. Your accessing, browsing or use of the Site and the Services after such modifications shall be deemed to constitute your acceptance of and agreement with respect to such modifications. You are expected to review this Agreement periodically to ensure familiarity with the most current version, available online at Terms of Use. You agree that HumanEdge shall not be liable to you or to any third party for any such modifications.

Termination

HumanEdge shall have the right, at any time and for any or no reason, in its sole discretion and with or without notice, to immediately terminate (in whole or in part) the Terms of Use, any party’s access to and use of the Site, any party’s access to and use of any portion of the Site (including, without limitation, any Content from or displayed on the Site), any Site user’s password(s) or account(s), and the right of any user of any Services to use such Services (including, without limitation, in the event of any conduct by any such party or user that HumanEdge deems unacceptable, inappropriate or offensive or any breach by any such party or user of the Terms of Use or any applicable law). You agree that HumanEdge shall not be liable to you or to any third party for any such termination.

Miscellaneous

This Agreement is entered into in the State of New York, U.S.A., and shall be governed by and construed in accordance with the laws of the State of New York, U.S.A., exclusive of its choice of law rules. Each party to this Agreement hereby submits to the exclusive jurisdiction of the state and federal courts sitting in Westchester County in the State of New York, U.S.A., and waives any jurisdictional, venue or inconvenient forum objections to such courts. In any action to enforce this Agreement, the prevailing party will be entitled to costs and reasonable attorney’s fees. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. Further, any specific rights or remedies of HumanEdge provided in this Agreement shall not be exclusive but shall be cumulative upon all rights and remedies that may be available to HumanEdge whether provided by applicable law, in any other agreement between the parties, or otherwise.

This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof, and any and all prior or contemporaneous written or oral agreements existing between the parties hereto pertaining to the subject matter hereof are expressly canceled. In connection with entering into this Agreement, you specifically disclaim reliance on any and all oral or written representations, statements, warranties or covenants that are not contained in this Agreement. To the extent that you work for HumanEdge or its clients, you will, in connection with work-related use of the Site, be subject to additional terms and conditions, such as those contained in an Employment Contract and in HumanEdge’s Employee Handbook and rules, policies and procedures. You may also be subject to additional terms and conditions that may apply if and when you use third party Content, products or services. No waiver by HumanEdge of any breach or default under this Agreement shall be deemed to be a waiver of any preceding or subsequent breach or default; and no such waiver by HumanEdge of any breach or default under this Agreement will be valid or binding unless set forth in writing and duly executed by HumanEdge. You may not assign, delegate or otherwise transfer this Agreement or any of your rights and obligations under this Agreement without HumanEdge’s prior written consent. Any heading, caption, or paragraph title contained in this Agreement is inserted only as a matter of convenience and in no way defines or explains any paragraph or provision hereof. Furthermore, this Agreement shall be binding upon and inure to the benefit of HumanEdge’s, and your lawful, successors and assigns.