AssessMachine Terms of Service

Date last modified: July 1st, 2014

Thank you and welcome to AssessMachine’s (“Company”, “we” or “us”) website and online service for online assessment. By using AssessMachine’s products, software enabled developer recruitment platform services, or services (“AssessMachine services”), you agree to the following terms and conditions, and any privacy policies, legal notices or other applicable policies and guidelines that may be presented to you (collectively these “Terms of Service”) from time to time.

Please read the Terms of Service carefully. If you do not want to agree to these Terms of Service you must not access the AssessMachine service.

Acceptance of the AssessMachine Terms of Service

  1. Your access to the AssessMachine services is subject to these Terms of Service. AssessMachine reserves the right to update and change these Terms of Service from time to time without notice or acceptance by you although if we decide to materially change all or part of the AssessMachine Terms of Service we will, where reasonably possible, try to give you advance reasonable notice at your email address on record. Such modified Terms of Service will become effective upon the earlier of (i) your continued use of the AssessMachine service with actual knowledge of such modified Terms of Service, or (ii) thirty (30) days from publication of such modified Terms of Service on this page or the AssessMachine web site.
  2. Your use of the AssessMachine service is also subject to the AssessMachine Privacy Policy, which explains how we treat your personal information, and provides information about our data protection practices.
  3. Any use of any of our AssessMachine fee-based subscription offerings is bound by these Terms of Service plus any additional terms and conditions which will be made available in a separate agreement agreed to by you, and those additional terms become part of your agreement with AssessMachine if you access that AssessMachine service.
  4. By signifying your acceptance of these Terms of Service or making any use of the AssessMachine service, you signify your acceptance of these Terms of Service in effect at the time of your use. If you are an individual acting as a representative of a corporation or other legal entity which wishes to use the AssessMachine service, then you represent and agree that you have the authority to accept these Terms of Service on behalf of such corporation or other legal entity and that all provisions of these Terms of Service will bind that corporation or other legal entity as if it were named in these Terms of Service in place of you.

Definitions

For the purposes of these Terms of Service, the terms in this Section 2 shall have the meanings assigned to them.

  1. “Candidate” means an individual a User invites to access the AssessMachine service.
  2. “User” or “Recruiter” means those individuals having registered accounts with a user identification name and password.
  3. “AssessMachine services” means the software for AssessMachine’s online assessment and user interface software used to recruit and screen software developers that is hosted by AssessMachine’s hosting service provider and made available to you pursuant to these Terms of Service.
  4. “AssessMachine Screen” refers to AssessMachine’s engine for plagiarism detection.

Account Information / Service Access

  1. The AssessMachine service is not available to persons under the age of thirteen (13) or to any Users or Candidates suspended or removed from the AssessMachine service by AssessMachine. By using the AssessMachine service, you represent and warrant that you are at least thirteen (13) years of age and that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction.
  2. AssessMachine reserves the right to refuse registration of, or cancel, any account or access to the AssessMachine services by any User or Candidate in its reasonable discretion, at any time.
  3. AssessMachine accounts will be accessed through a User ID and password that you will create or be invited to (your “Credentials”). Your Credentials are solely for your use and must not be shared with other Users. All Users need to have their own account, User ID and Credentials. You agree that your Credentials and information you provide upon registration and at all other times will be true, accurate, current, and complete (including your name and company name). You are responsible for maintaining the confidentiality of your account password, and for all activities that occur under your account. You agree to immediately notify AssessMachine of any unauthorized use of your account, password, Credentials, or any other breach of security. You agree that AssessMachine will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your password secure.
  4. Candidates shall access the assessment services when a User invites an individual, via email. The Candidate will be provided login credentials to access this. Following completion of the assessment, the Candidate’s access to the AssessMachine services shall terminate.
  5. Except as expressly permitted by AssessMachine, you agree that the AssessMachine services are to be accessed only for you or your company’s own internal business purposes and not for resale or unauthorized distribution to any third party.

Content

  1. Content. The AssessMachine service provides certain features, which enables Users and Candidates to submit, post, and share data, text, software, graphics, messages or other material (“Content”) on the AssessMachine service. Content that Users or Candidates submit, post or share is subject to the terms and conditions of these Terms of Service. Content that you own and post on or through the AssessMachine service belongs to you and you may use it in any way, except as prohibited by applicable state and federal law or regulations. By using the AssessMachine service, you are granting AssessMachine and certain third parties permission to use Content as described in these Terms of Service.
  2. Grant of license to AssessMachine. If you post Content on or through the AssessMachine service, you represent and warrant that you have the right to post that Content and to grant the rights to AssessMachine on the candidate information, so ensure that you have the necessary rights to grant AssessMachine this license. This license that you grant AssessMachine is for the limited purpose of operating, promoting, marketing improving and developing AssessMachine products and services (and derivative works thereof). This license continues even if you terminate your account and/or stop using the AssessMachine service. AssessMachine acknowledges that it will not acquire any other rights in any Content that you may upload or post to the AssessMachine service.
  3. Use of Content. You understand that by posting your Content that you are responsible for your Content and any Content that you create, transmit or display while using the AssessMachine services and for any consequences thereof. You further agree that under no circumstances shall AssessMachine be liable for the errors or omissions of another User or Candidate who views your Content. Therefore, you represent and agree to all of the following and acknowledge that AssessMachine is explicitly relying on such representations and agreement with regard to your Content and use of Content made available on the AssessMachine service:
    1. The Content represents your own original work and/or you have all necessary rights to disclose the Content. In doing so, you are not violating the rights of any third party and you know of no other individual or entity whose rights will be infringed or violated by the Content being viewed and used as described in these Terms of Service.
    2. You agree to use AssessMachine services only for purposes that are legal, proper and in accordance with these Terms of Service. Your disclosure of your Content does not violate a confidential relationship with any third party or establish a confidential relationship with AssessMachine.
    3. You understand that you are responsible for your Content that you upload, post, e-mail, transmit, or otherwise make available through the AssessMachine service. Except as permitted in these Terms of Service, you do not have the rights to use, reproduce, create derivative works of, distribute, publicly perform or publicly display any Content that does not belong to you, other than viewing of Content or the associated Assessment reports on or through the AssessMachine service.
  4. Accuracy of Content. AssessMachine cannot and need not control all Content posted by Candidates or Users on or through the AssessMachine service, and it does not guarantee the accuracy, integrity or quality of such Content. You agree that under no circumstances will AssessMachine be liable in any way for any Content, including any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of your use of any Content. You understand that you must evaluate and bear all risks associated with the use of any Content, including any reliance on the Content, integrity, and accuracy of such Content. AssessMachine does not endorse and is not responsible for the accuracy, usefulness, safety, or of or relating to Content. YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST AssessMachine WITH RESPECT THERETO.
  5. Right to Remove or Edit User Content. AssessMachine reserves the right, in its reasonable discretion, to refuse to allow any Content through the AssessMachine services, or to edit or remove any Content at any time with or without notice. Without limiting the generality of the preceding sentence, AssessMachine complies with the Digital Millennium Copyright Act, and will remove Content upon receipt of a compliant takedown notice (see the “Copyright Infringement” section below).
  6. User and Candidate Representations and Warranties. You are solely responsible for your own Content and the consequences of posting or publishing it. In connection with your Content, you affirm, represent, and warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to use and authorize AssessMachine to use all patent, trademark, copyright, or other proprietary rights in and to your Content to enable inclusion and use of your Content in the manner contemplated by AssessMachine and these Terms of Service, and to grant the rights and license set forth above, and (ii) your Content, AssessMachine’s use of such User submissions pursuant to these Terms of Service, and exercise of the license rights set forth above, do not and will not: (a) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, Privacy Right, right of publicity, or any other intellectual property or proprietary right; (b) slander, defame, libel, or invade the right of privacy, publicity, or other property rights of any other person; (c) violate any applicable law or regulation; or (d) require obtaining a license from or paying fees or royalties to any third party for the exercise of any rights granted in these Terms of Service, including, by way of example and not limitation, the payment of any royalties to any copyright owners, including any royalties to any agency, collection society, or other entity that administers such rights on behalf of others.
  7. Feedback. If you provide AssessMachine with any comments, bug reports, feedback, or modifications proposed or suggested by you on the AssessMachine services (“Feedback”), AssessMachine shall have the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the AssessMachine service. You hereby grant AssessMachine a perpetual, irrevocable, non-exclusive license under all rights necessary to incorporate and use your Feedback for any purpose.

Code of Conduct

  1. Blocked Content: AssessMachine has the right, but not the obligation, to remove or block Content from the AssessMachine service that it determines in its reasonable discretion to be in violation of these Terms of Service, to be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, that violates any party's intellectual property or that is detrimental to the quality or intended spirit of the AssessMachine service. AssessMachine also has the right, but not the obligation, to limit or revoke the use privileges of the account of any User or Candidate who posts such Content or engages in such behavior.
  2. Disagreements: You alone are responsible for your interaction with other Users and Candidates via the AssessMachine service. If you have a dispute with one or more Users or Candidates or if you disagree with the results of an Assessment Report, your sole remedy is to cease using the AssessMachine service. You irrevocably and forever release AssessMachine (and AssessMachine's officers, directors, agents, subsidiaries, contractors, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
  3. Copyright Infringers: AssessMachine does not permit copyright infringing activities through the AssessMachine service and reserves the right to terminate access to the AssessMachine service and remove all content submitted by any persons who are found to be repeat infringers. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the AssessMachine service may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies AssessMachine may have at law or in equity.
  4. Inappropriate Content: AssessMachine will use common business sense regarding behavior or Content allowed on or through the AssessMachine service. Examples of unacceptable Content or behavior include:
    1. Abuse, harassment, threats, flaming or intimidation of any person or organization.
    2. Uploading or sending to other Users or Candidates pornographic, threatening, embarrassing, hateful, racially or ethnically insulting, libelous, or otherwise inappropriate Content.
    3. Uploading copyrighted material that is not your own or that you do not have the legal right to distribute, display, and otherwise make available to others.
    4. Making unsolicited offers, advertisements, proposals, or sending junk mail (aka spam) to other Users or Candidates.
    5. Impersonating another person or pretending to be affiliated with an organization with which you are not affiliated or misrepresenting the extent of your affiliated or role with an affiliated organization or the source, identity or Content transmitted.
    6. Engaging in or contributing to any illegal activity or activity that violates others’ rights.
    7. Use of derogatory, discriminatory or excessively graphic language.
    8. Transmitting worms, viruses or harmful software.
    9. Disclosing the personal or proprietary information of another person or organization not otherwise permitted by applicable rules or law.
    10. Sharing AssessMachine accounts, User Credentials or Candidate login credentials with any third party or encouraging any other User or Candidate to do so.

International Use

  1. The AssessMachine service is hosted in Singapore. If you use the AssessMachine service from outside Singapore, you acknowledge that you are voluntarily transferring information, including personally-identifiable information and Content to the Singapore and that you agree that AssessMachine’s collection, use, storage and sharing of your information and Content is exclusively subject to the laws of the United States and not of the jurisdiction where you are located.
  2. You agree that you may not access our AssessMachine service from territories where its contents are illegal. You will comply with all India laws, rules and regulations applicable to the export of products, services, software and technical data regardless of the jurisdiction in which you are located.

Termination

  1. AssessMachine, in its reasonable discretion may terminate your account and/or user login credentials and remove and discard any Content within the AssessMachine service if AssessMachine believes that you have violated or acted inconsistently with the letter and spirit of these Terms of Service.
  2. You may terminate your account, this Agreement and your right to use the AssessMachine service at any time and for any reason or no reason, by contacting AssessMachine user support at support@assessmachine.com However, if you have a separate agreement with AssessMachine which has conflicting terms regarding termination, those terms shall take precedence over this Agreement.
  3. After cancellation or termination of your account for any reason, you will no longer have access to your account and all information and Content in your account or that you have stored on the AssessMachine service may be, but is not required to be deleted by AssessMachine. AssessMachine will have no liability for information or Content that is deleted due to the cancellation or termination of your account for any reason.

Additional Terms Applicable Only for Fee-based Subscriptions

  1. If an applicable underlying agreement is terminated or suspended, your AssessMachine account may be downgraded, suspended or cancelled, at AssessMachine’s discretion. If your account is suspended, AssessMachine may, but is not obligated to, maintain your account and/or related Content and information.
  2. Any conflicting terms and conditions of a separate agreement between you and AssessMachine shall take precedence over this Agreement.

Policies Regarding Copyright

If you believe that any content available through the AssessMachine services infringes your copyright, you may submit a notification pursuant to the United States’ Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with information by mailing admin@AssessMachine.com

Ownership / Proprietary Rights

The AssessMachine service is owned and operated by AssessMachine. The visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and all other elements of the AssessMachine service provided by AssessMachine (“Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any third party content or Content uploaded by you, all Materials are the copyrighted property of AssessMachine or its subsidiaries or affiliated companies and/or third party licensors. All trademarks, service marks, and trade names are proprietary to AssessMachine or its affiliates and/or third party licensors. Except as expressly authorized by AssessMachine, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.

Third Party Websites and Services

The AssessMachine services may include links to third party web sites or services (“Linked Sites”) solely as a convenience to Users and Candidates. AssessMachine does not endorse any such Linked Sites or the information, material, products, or services contained on other Linked Sites or accessible through other Linked Sites. Furthermore, AssessMachine makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through Linked Sites. Access and use of Linked Sites, including the information, material, products, and services on Linked Sites or available through Linked Sites, is solely at your own risk.

Disclaimers/ No Warranties. Limitation of Liability

  1. EXCEPT AS MAY BE SET FORTH IN ANY SEPARATE SIGNED AGREEMENT BY AssessMachine AND YOU, THE AssessMachine SERVICE IS PROVIDED "AS IS" WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, AS TO THE OPERATION OF THE AssessMachine SERVICE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE AssessMachine SERVICE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, AssessMachine AND ITS AFFILIATES, IF ANY, DISCLAIM ALL WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHER, AssessMachine AND ITS AFFILIATES DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER INFORMATION CONTAINED IN THE AssessMachine SERVICE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. EXCEPT AS MAY BE SET FORTH IN ANY SEPARATE SIGNED AGREEMENT BETWEEN AssessMachine AND A YOU, AssessMachine DOES NOT WARRANT THAT THE AssessMachine SERVICE WILL BE AVAILABLE AT ANY TIME OR FROM ANY PARTICULAR LOCATION, WILL BE SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE AssessMachine SERVICE IS FREE OF VIRUSES OR OTHER POTENTIALLY HARMFUL COMPONENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM AssessMachine OR THE AssessMachine SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
  2. EXCEPT AS MAY BE SET FORTH IN ANY SEPARATELY SIGNED AGREEMENT BETWEEN AssessMachine AND YOU, NEITHER AssessMachine NOR ITS AFFILIATES WILL BE LIABLE, UNDER ANY THEORY OF LAW, FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO LOSS OF PROFITS OR, BUSINESS INTERRUPTION, AND/OR LOSS OF INFORMATION OR DATA. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, AssessMachine’S MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSES WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO AssessMachine FOR THE AssessMachine SERVICE IN THE SIX (6) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (ii) ONE HUNDRED DOLLARS ($100.00).

Indemnification

You agree to indemnify and hold AssessMachine Technologies Pvt. Ltd., its affiliated companies, suppliers, partners, officers, contractors and employees harmless from any claim or demand made by any third party due to or arising out of (i) your actions in using the AssessMachine service, (ii) a claim that you, or any third party using your Credentials, infringed any intellectual property or other right of any person or organization using the AssessMachine service, or (iii) the violation of these Terms of Service by you or any third party using your Credentials. AssessMachine reserves the right, at our own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. This indemnity shall not apply if a third party uses your Credentials due to an act or omission of AssessMachine.

Modifications to Prices

Prices of all fee-based AssessMachine services are subject to change. If they do change, the changes shall only take effect for any subsequent subscription periods you choose to purchase.

Miscellaneous

These Terms of Service will remain in full force and effect while you use the AssessMachine service. Those terms that can continue to operate after you stop using the AssessMachine service (including without limitation your Content license to AssessMachine service and the General Terms in this Section), will survive after you stop using the AssessMachine service.

  1. Statute of Limitations: You agree that regardless of any statute of law to the contrary or any claim or cause of action arising out of or related to use of AssessMachine services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.
  2. Notices: You agree that AssessMachine may provide you with notices, including those regarding changes to the Terms of Service, by email, regular mail or by posting on the website hosting the AssessMachine services.
  3. Waiver/Severability: The failure of AssessMachine to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms of Service shall remain in full force and effect.
  4. Assignment: You may not assign your account to the AssessMachine service or any rights and licenses granted hereunder and such any assignment by you will be null and void.
  5. Survivability: All sections of these Terms that by their respective nature should survive the cancellation or termination of these Terms of Service shall survive the termination or cancellation of these Terms of Service. You agree that breach of these provisions will cause irreparable harm and that accordingly AssessMachine may seek injunctive relief in addition to any other legal remedies under these Terms of Service at law or equity.
  6. No Third Party Beneficiaries: You agree that except as otherwise expressly provided for in these Terms of Service, there shall be no third party beneficiaries to the Terms of Service.
  7. Choice of Law/Forum: These Terms of Service (including any additional terms, conditions, policies and agreements incorporated herein) are the entire agreement between AssessMachine and you regarding the AssessMachine service. Any dispute arising from or related to these Terms of Service will be governed by the laws of the State of Telangana, India without regard to conflict of law principles. You agree to submit to the personal and exclusive jurisdiction of the courts located within the state of Telangana, India.

Last updated: March 30th, 2015.

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