This Job Seeker Agreement (“Agreement”) sets forth the terms and conditions under which Chartpak, Inc. (“Thalo”) offers you (“Job Seeker”) access to the jobs/careers service section (the “Jobs/Careers Section”) operated at www.thalo.com through which Job Seeker may upload Job Seeker's resume, biography or other information for the purpose of seeking employment.
The Jobs/Careers Section is operated by Thalo, the owner of the trademarks THALO, GRUMBACHER, MAX GRUMBACHER, THALOTV, and other trademarks (“Marks”). “Website” means the websites located at www.thalo.com and www.maxgrumbachergallery.com, any subsequent URL which may replace them, and all associated websites, URLs and micro sites. Thalo offers this Website, including all information, tools and services available from this Website, to Job Seeker conditioned upon Job Seeker's acceptance of all the terms, conditions, policies and notices stated here. JOB SEEKER'S CONTINUED USE OF THE WEBSITE CONSTITUTES JOB SEEKER'S AGREEMENT WITH ALL TERMS OF THIS AGREEMENT.
Thalo reserves the right to change or update this Agreement by posting such changes or updates to the Website. Amendments to this Agreement will be posted at this URL and will be effective when posted. It is Job Seeker’s responsibility to review any such changes or updates and check the Website from time to time to be sure Job Seeker understands all terms and conditions, agreements and policies of the Website and is in compliance with them. Job Seeker can tell if this Agreement has changed by checking the last modified date that appears at the end of this Agreement. Job Seeker’s continued use of the Jobs/Careers Section following the posting of any amendment, modification or change shall constitute Job Seeker’s acceptance thereof.
If at any time Job Seeker does not agree to be bound by the terms and conditions of this Agreement, Job Seeker must not use the Jobs/Careers Section or access any Jobs/Careers Section services. Job Seeker may visit/peruse most of the areas in the Website, including the Jobs/Careers Section, without creating an account. If Job Seeker would like to participate in the Jobs/Careers Section, Job Seeker will need to open an account with www.thalo.com (“Thalo Account”), and follow the instructions on the Website when setting up the Thalo Account that will allow Job Seeker to participate in the Jobs/Careers Section. Job Seeker is allowed to have only a single Thalo Account open at any time, although Job Seeker may post Job Seeker’s resume in multiple job categories, provided the resume is applicable for each category in which it is posted (see section 3(g)). The Jobs/Careers Section is offered only to participants aged 18 and above. By participating in the Jobs/Careers Section, Job Seeker acknowledges that Job Seeker is 18 or older.
1. The Jobs/Careers Section
1.1 The Jobs/Careers Section allows potential employers to post job openings and communicate directly with other Website users who are seeking employment. The Jobs/Careers Section also provides a forum for job seekers to search for potential employment, promote their skills to potential employers, and communicate with others about employment opportunities. Job Seeker may also choose to upload Job Seeker’s resume to the Jobs/Careers Section for potential employers to view.
1.4 Job Seeker acknowledges that all materials and information Job Seeker may upload to the Website or post in connection with the Jobs/Careers Section (“Content”) will be publicly available. Job Seeker is responsible for evaluating and bearing all risks associated with the public availability of the Content and shall not upload or post any Content to the Website that Job Seeker does not wish to make public.
1.5 Job Seeker will create a password of Job Seeker’s choosing when Job Seeker creates an account. Job Seeker is responsible for maintaining the confidentiality of Job Seeker’s account and password and for restricting access to Job Seeker’s computer. Job Seeker agrees to accept responsibility for all activities that occur under Job Seeker’s account or password, regardless of whether such use is authorized by Job Seeker or not.
1.6 Job Seeker acknowledges and agrees that Job Seeker will be solely responsible for all elements of the Content uploaded or posted by Job Seeker or in the name of Job Seeker’s account and the accuracy and propriety of the same.
1.7 Job Seeker acknowledges that Thalo is not an employment agency and is in no way actively soliciting employment for any user. Thalo does not warrant or guarantee that Job Seeker will find employment, that any resume Job Seeker may post will be viewed by any specific number of potential employers, or that any such resume will be viewed by any potential employer.
1.8 Thalo is not involved in the actual transaction between Job Seekers and employers. As a result, Thalo has no control over the quality, safety, or legality of the jobs or posted profiles, the truth or accuracy of the listings, or the ability of Job Seeker to obtain employment or job posters to fill open employment positions. Job Seeker acknowledges that there are risks, including the risk of physical harm, when dealing with strangers or people acting under false pretenses. Job Seeker assumes all risks associated with dealing with other users with whom Job Seeker may come in contact through the Website.
1.9 Job Seeker is solely responsible for negotiating all terms of employment with potential employers, and Thalo makes no representations or warranties in relation thereto.
2. Prohibited Activities
2.1 Job Seeker may add or remove Job Seeker's Content from the Website, but Job Seeker agrees that Job Seeker shall NOT:
a. Use the Website as storage for remote loading for another website, whether internal or external to the Website; b. Directly link to any other website, except that Job Seeker may link to Job Seeker's own website to allow a potential employer to learn more about Job Seeker; c. Solicit for advertisers or sponsors; d. Conduct raffles or contests of any type; e. Display a sponsorship banner of any kind, including those that are generated by banner or link exchange services; f. Post resumes on the Website that contain hyperlinks, "hidden" keywords or keywords that are irrelevant to the job or are otherwise misleading; and g. Use the Website for any purpose other than as an employee seeking potential employment, including but not limited to the promotion of any products or services
2.2 Job Seeker also agrees to comply with the following as it relates to Content. In this regard, Job Seeker shall NOT post or upload any resume, images, text, graphics, articles, photographs, or other Content:
a. Unless Job Seeker owns the intellectual property rights in the same and has the right to do so; b. That is an unauthorized copy, reproduction, or derivative of the work of any other person or entity; c. That features the trademark, logo, trade name, trade dress, or brand name of any other person or entity; d. That infringes any third party's rights of privacy and/or publicity; e. That defames another person or otherwise infringes any personal or property right of any other person or entity; or f. That contains any false or misleading information.
2.3 Job Seeker shall not use a false email address, impersonate any person or entity, or otherwise misrepresent Job Seeker’s experience, background, skills, identity, or Job Seeker’s location. Job Seeker shall not post or upload any images, text, graphics, articles, photographs, or other Content that is false, inaccurate, misleading, illegal, obscene, threatening, defamatory, invasive of privacy, or otherwise objectionable or injurious to third parties. Job Seeker shall not post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, software viruses, political campaigning, commercial solicitations, mass mailings, “junk mail,” “spam,” “chain letters,” or “pyramid schemes” or other such solicitations. Job Seeker shall not “stalk” or otherwise harass any other Jobs/Careers Section participant. Job Seeker may not collect or store personal data about Jobs/Careers Section participants except as specifically authorized by them. Job Seeker will not post or upload images, text, graphics, articles, photographs, or other Content that contains software viruses 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.
2.4 Job Seeker acknowledges and agrees that Thalo shall have the right, but not the obligation, to screen all Content for compliance with this Agreement and all applicable laws, ordinances, and regulations, to prevent Content from appearing in the Website, and/or to remove Content that already appears in the Website, for any reason. Job Seeker acknowledges that the factors determining whether Content is prohibited by this Agreement may be subjective, and Job Seeker agrees that Thalo shall determine, in its sole discretion, whether the Content adheres to the terms of this Agreement. Job Seeker acknowledges and agrees that Thalo may preserve Content or disclose it if required to do so by law or in the good faith belief that such disclosure is reasonably necessary comply with legal process or enforce the terms of this Agreement.
3. Representations and Warranties
Job Seeker hereby represents and warrants that:
|a.||The Content is original and created solely by Job Seeker;|
|b.||The Content does not violate or infringe upon the copyright, trademark, service mark, contractual rights, moral rights, or any other personal or property right of any person or entity or constitute unfair competition against any person or entity;|
To the extent that Content depicts a living individual, Job Seeker has obtained the written consent of such individual to use that individual’s name and/or likeness in connection with the Content;
|d.||To the extent that Content depicts a deceased person, Job Seeker has determined whether or not the laws of any jurisdiction require the consent of such person’s heirs, and if so, Job Seeker has obtained the appropriate consent to use that person’s name and/or likeness in connection with the Content;|
|e.||No third party possesses any license or other rights with respect to any element of the Content that would prohibit or impair Job Seeker’s rights to upload, post, or use the same or impair Thalo’s ability to fully exercise the rights granted by Job Seeker in this Agreement; and|
|f.||There is no pending or threatened claim, action, or proceeding related to any element of the Content with respect to copyrights, trademarks or other intellectual property rights, and there is no basis for any such claim, action, or proceeding.|
|g.||That all information contained in Job Seeker's resume and all information provided to prospective employers through the Website accurately reflects Job Seeker's background and skills, does not contain any false or misleading information, and does not violate any federal, state, local or international laws.
4. Thalo's Trademarks
4.1 Thalo reserves the right to display any of the Marks on any part of the Website, including in the Jobs/Careers Section.
4.2 Job Seeker acknowledges and agrees that the rights to all copyrights, trademarks and all other intellectual property rights in all material or content contained within and supplied by Thalo as part of the Website shall remain at all times vested in Thalo. Job Seeker is permitted to use and access this material and content only as expressly authorized by Thalo. Nothing herein shall be construed as giving Job Seeker or any other person or entity any ownership rights in or to the Marks; all such rights being owned exclusively by Thalo.
4.3 Thalo grants Job Seeker a limited, revocable, non-exclusive license to access and make personal use of the Website as Thalo’s customer. However, Job Seeker shall not: a) reproduce, duplicate, copy, sell or otherwise exploit the Website or any image, page layout, page design, trade dress, trademark, logo or other content (“Site Content”) for any commercial purpose; b) use a robot, spider or data mining or extraction tool or process to monitor, extract or copy Site Content; c) use any meta tags, search terms, key terms, or the like that contain the Website’s name or any of the Marks, or any variations or misspellings thereof; d) engage in any activity that interferes with the Website or another user’s ability to use the Website; e) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the Website and the goods or services offered on the Website; f) assist or encourage any third party in engaging in any activity prohibited by this Agreement; g) assist others in challenging the validity of any Mark, the ownership of any Mark or the registration of any Mark.
4.4 With the exception of the Content Job Seeker uploads to the Jobs/Careers Section, all materials and content contained within the Website, including but not limited to the text, graphics, logos, button icons, images, audio clips, video clips, articles, posts and data compilations appearing on the Website, are owned by Thalo or Thalo’s advertisers, and are protected by U.S. and foreign copyright or other intellectual property laws. No portion of the materials or content on these pages may be reprinted or republished in any form without the prior express written permission of Thalo or of the content owner, as the case may be.
Job Seeker hereby agrees to defend, indemnify and hold harmless Thalo, its subsidiaries, affiliates, and related entities, and each of their respective directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on: (i) any claim that any element of the Content infringes or violates the rights of any third party with respect to any trademark, trade name, service mark, copyright, license, contract, publicity right, privacy right, goodwill, patent, or other intellectual property or proprietary right of any third party; (ii) any breach of the representations and warranties made by Job Seeker herein; (iii) any claim related to any element of the Content; (iv) Job Seeker’s breach of any term of this Agreement or the Terms or Use; or (v) Job Seeker’s use or misuse of the Website.
6.1 Job Seeker agrees that Thalo, in its sole discretion, may immediately and without prior notice, terminate Job Seeker’s password, account (or any part thereof) or use of the Website, and remove and discard any Content that Job Seeker may have contributed to the Website, at any time for any reason or for no reason.
6.2 Thalo may also, in its sole discretion and at any time, discontinue providing the Website, or any part thereof, with or without prior notice.
6.3 Job Seeker may terminate Job Seeker’s account or any posted resume at any time.
6.4 Upon termination by Thalo or by Job Seeker for any reason, Thalo shall have no obligation to preserve or return to Job Seeker any images, files or Content related to Job Seeker’s account, but Thalo will be allowed to keep archival copies of the same should Thalo wish to do so. Thalo shall have no liability to Job Seeker or any third-party for any termination of the Jobs/Careers Section, the Website, or Job Seeker’s account.
6.5 Should Job Seeker object to any terms and conditions of the Agreement or become dissatisfied with the Website or the Jobs/Careers Section in any way, Job Seeker’s only recourse is to immediately discontinue Job Seeker’s use of the Website and/or terminate Job Seeker’s account.
7.1 THALO MAKES NO WARRANTIES, WHETHER EXPRESS OR IMPLIED IN RELATION TO THE ACCURACY OF ANY INFORMATION ON THE WEBSITE. THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR ENDORSEMENT. UNLESS SPECIFIED IN SEPARATE TERMS AND CONDITIONS RELATED TO A PARTICULAR PRODUCT OR SERVICE, THALO MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, IN RELATION TO THE WEBSITE, OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE WHETHER BY THALO OR ON THALO'S BEHALF, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY, ACCURACY, CONDITION OR COMPLETENESS, OR ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OR TRADE.
7.2 UNLESS SPECIFIED IN SEPARATE TERMS AND CONDITIONS RELATED TO A PARTICULAR PRODUCT OR SERVICE, THALO MAKES NO WARRANTY THAT THE WEBSITE OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE WILL MEET JOB SEEKER’S REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE OR PRODUCTS OR SERVICES OFFERED ON THE WEBSITE WHETHER BY THALO OR ON THALO’S BEHALF ARE FREE OF VIRUSES OR BUGS OR ARE FULLY FUNCTIONAL, ACCURATE, OR RELIABLE. THALO WILL NOT BE RESPONSIBLE OR LIABLE TO USER FOR ANY LOSS OF CONTENT OR MATERIAL AS A RESULT OF UPLOADING TO THE WEBSITE.
7.4 THALO MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE ABILITY OF JOB SEEKER TO OBTAIN EMPLOYMENT POSITIONS, THE AMOUNT OF COMPENSATION THAT WILL BE PAID, THE NATURE OF EMPLOYMENT, OR THE NATURE OF POTENTIAL EMPLOYERS. JOB SEEKER ACKNOWLEDGES AND AGREES THAT POTENTIAL EMPLOYERS ARE NOT RELATED TO OR AFFILIATED WITH THALO UNLESS SPECIFICALLY STATED IN THE POSTING, AND THALO IS NOT RESPONSIBLE IN ANY WAY FOR SUCH POTENTIAL THIRD-PARTY EMPLOYERS, THEIR ACTIONS, OR INACTIONS. JOB SEEKER IS RESPONSIBLE FOR FULLY INVESTIGATING ANY SUCH POTENTIAL EMPLOYERS. JOB SEEKER ACKNOWLEDGES THAT IT IS POSSIBLE JOB SEEKER WILL NOT FIND EMPLOYMENT THROUGH THE WEBSITE.
7.5 THALO DOES NOT CONTROL THE USER CONTENT POSTED OR DISTRIBUTED BY JOBS/CAREERS SECTION PARTICIPANTS ON OR THROUGH THE WEBSITE. THALO ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF ANY CONTENT, JOB POSTING, OR RESUME DISTRIBUTED OR MADE AVAILABLE BY JOBS/CAREERS SECTION PARTICIPANTS THROUGH THE WEBSITE. THALO MAKES NO REPRESENTATION THAT ANY EMPLOYMENT RELATIONSHIP OBTAINED BY USERS THROUGH THE WEBSITE WILL MEET THE USERS’ EXPECTATIONS.
7.6 USER AUTHENTICATION ON THE INTERNET IS DIFFICULT, AND THALO CANNOT AND DOES NOT CONFIRM THAT EACH USER IS WHO THEY CLAIM TO BE. THALO IS NOT INVOLVED AND CANNOT BE INVOLVED IN USER-TO-USER DEALINGS OR CONTROL THE BEHAVIOR, REPRESENTATIONS, OR STATEMENTS OF USERS ON THE WEBSITE OR THE ACCURACY OF THE INFORMATION PROVIDED BY SUCH USERS. IN THE EVENT THAT JOB SEEKER HAS A DISPUTE WITH ONE OR MORE USERS, JOB SEEKER RELEASES THALO (AND ALL OF THALO'S AFFILIATES, AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL AND DIRECT AND INDIRECT) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IF JOB SEEKER IS A CALIFORNIA RESIDENT, JOB SEEKER WAIVES CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
8. LIMITATION OF LIABILITY
JOB SEEKER EXPRESSLY UNDERSTANDS AND AGREES THAT UNDER NO CIRCUMSTANCES SHALL THALO, ITS SUBSIDIARIES, AFFILIATES, AND RELATED ENTITIES, OR EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SHAREHOLDERS, PARTNERS, MEMBERS, OR OTHER OWNERS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE OF DATA (EVEN IF THALO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (A) JOB SEEKER’S USE OR INABILITY TO USE THE WEBSITE OR ACCESS THE JOBS/CAREERS SECTION; (B) UNAUTHORIZED ACCESS TO OR ALTERATION OF THE CONTENT, DATA OR TRANSMISSIONS; (C) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; OR (D) ANY OTHER MATTER RELATING TO THIS AGREEMENT OR THE JOBS/CAREERS SECTION. FURTHER, IF THALO EVER CHARGES A FEE TO JOB SEEKER, THALO’S AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS AGREEMENT AND THE JOBS/CAREERS SECTION WILL NOT EXCEED, AT ANY TIME, THE TOTAL AMOUNTS RECEIVED BY THALO FROM JOB SEEKER DURING THE PREVIOUS 12-MONTH PERIOD.
9. Disclosure for Legal Purposes
Job Seeker hereby authorizes Thalo to disclose any Job Seeker information pursuant to judicial and administrative proceedings, and in connection with law enforcement activities and as otherwise may be permitted by law, to law enforcement or government agencies if Thalo believes the disclosure is necessary or appropriate. Job Seeker also authorizes Thalo to disclose information if Thalo believes the disclosure is necessary or appropriate in the event of an investigation of improper or illegal conduct in connection with the Jobs/Careers Section specifically or the Website in general, such as fraud, misrepresentation, intellectual property infringement, or other activity that may put Thalo at risk for liability.
10. Communications With Users
10.1 The Jobs/Careers Section is directed and made available only to users 18 years old or older. In line with this policy, Job Seeker acknowledges and agrees that Job Seeker will only communicate with Jobs/Careers Section participants 18 years old or older. If it comes to Job Seeker’s attention that a Jobs/Careers Section participant is under age 18, Job Seeker shall notify Thalo immediately, and Job Seeker must not communicate with such person.
10.2 Thalo reserves the right, though it does not have the obligation, to monitor the Website and any Content and communications related to the Jobs/Careers Section. If, at any time, Thalo discovers that Job Seeker is using the Website or the Jobs/Careers Section for any reason other than as in accordance with this Agreement, Job Seeker’s relationship with Thalo and participation in the Jobs/Careers Section will be terminated immediately.
10.3 Job Seeker shall promptly report any suspicious communications or any communications believed to be from anyone under the age of 18 years to firstname.lastname@example.org; however, Thalo is not responsible for any communication or activity between Job Seeker and any third-party or Jobs/Careers Section participant.
11.1 Job Seeker is an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between Job Seeker and Thalo.
11.3 If any term, clause or provision of this Agreement shall be deemed invalid or unenforceable for any reason, the remainder of this Agreement shall remain valid and enforceable in accordance with its terms.
11.4 The failure to enforce strict performance of any provision of this Agreement will not constitute a waiver of any party’s right to subsequently enforce such a provision or any other provision of this Agreement.
11.5 Thalo reserves the right to categorize and re-categorize elements of the Jobs/Careers Section and Content submitted to the Website within Thalo’s subject classification system, as may be modified from time to time by us in Thalo’s sole discretion.
11.7 Job Seeker may send Thalo notices or communicate with Thalo by email to email@example.com. If Job Seeker does not receive a response from Thalo to any emails Job Seeker sends to Thalo within 7 business days, Job Seeker should send Thalo another email as Artist's original email may not have been received
11.8 Thalo may freely assign this Agreement or any of its rights and/or obligations hereunder.
DATE LAST MODIFIED: NOVEMBER 14, 2011