Date of Last Revision: October 22, 2022
Rock Gate Capital, LLC, directly or through subsidiaries and/or other affiliated entities (collectively referred to below as “Rock Gate Capital, LLC”, “we”, “us”, “our”. or “Company”), operates Truckers Network and provides a variety of features, services and functionality through the website, www.truckersnetwork.com, through our related mobile applications hiring.truckersnetwork.com (individually and collectively referred to as the “Site”). The features, services, and functionality, including those accessible through the Site, now or in the future, are collectively referred to below as “Services” and are subject to the following terms of service which may be amended from time to time (“Terms of Service”). We refer to the people or entities who access and use the Site, including those who create accounts with us and/or subscribe to receive the Services, as “users”, “you” and “your.” In some cases, we refer to certain user users as Drivers or Employers or Businesses, all of which are defined below. Users who use the Services to pursue employment and other job opportunities and/or communicate with Employers are sometimes referred to as “job applicants.”
We reserve the right, in our sole discretion, to change or modify these Terms of Service at any time. If we do this, we will post the changes on the Site, indicating the date of the last revision. Changes will become effective on the date of the revision, which will generally be the date that they are posted. Your continued use of any of the Services, including maintaining an account with us, after the date any revision constitutes your acceptance of the Terms of Service as revised.
In addition, when using the Services and/or navigating the Site, you will be subject to any additional terms applicable to the Services, including, without limitation, the Privacy Policy located at www.truckersnetwork.com/privacy and any terms and conditions that any third party we use in relation to our provision of Services (e.g. the service we use to process payments, employers who post jobs on the Site) (“Third Party Service Providers”) may impose. You agree to comply with these Terms of Service and those of our Third Party Service Providers.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS, INCLUDING AN AGREEMENT TO ARBITRATE ANY DISPUTES. THAT AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTIONS) THAT CLAIMS YOU HAVE AGAINST US AND THAT WE HAVE AGAINST YOU BE SUBMITTED TO BINDING AND FINAL ARBITRATION. THE AGREEMENT TO ARBITRATE ALSO PROVIDES THAT (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR OTHER COLLECTIVE PROCEEDING, AND WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (2) NEITHER YOU NOR WE MAY BE ABLE TO HAVE ANY CLAIMS YOU OR WE HAVE AGAINST EACH OTHER RESOLVED BY A JURY OR IN A COURT OF LAW.
The Site is a platform that facilitate users’ access to and use of products and services of interest to commercial truck drivers (“Drivers”), trucking companies, and the businesses that use their services (trucking companies and businesses that use their services are collectively referred to as “Businesses”). “Drivers” refers to individual users who have set up accounts allowing them to access the Site and use the Services, regardless of whether they are licensed commercial truck drivers. Drivers can share information related to traffic conditions and post their experiences at various warehouse or delivery locations, including drop-off conditions and wait times, and users can access the information that other Drivers have posted.
We may aggregate information posted by Drivers and Businesses and develop analytics based on information we collect from users and make it available on a subscription basis to Businesses, subject to these Terms of Service.
Businesses can use the Site to view comments posted by Drivers and other users and to respond to posts with additional information they believe will provide facts to help readers better understand the initial user’s post. They may also access and use the information posted by Drivers, and analytics and information aggregated by us, in the course of improving ore refining their operations.
Businesses that employ drivers (“Employers”) can use the Site to post employment and other work opportunities (“Listings”), review job-related information uploaded by prospective job seekers, communicate with job seekers and manage applications and Listings. Drivers can also view and apply posted by Employers that have access to the Site for that purpose.
Users acknowledge that the Site and the Services may have defects or deficiencies which cannot or will not be corrected by us and that we are under no obligation to correct such defects or deficiencies, but may do so at its sole discretion. Users are solely responsible for the content posted on the Site and for the data underlying any analytics or aggregated information provided by us and accessible through the Site or through use of the Services. Users agrees that we have no liability for any errors, omissions or inaccuracies in any information that any user or a third party transmits though the Site or which is used in the course of our providing the Services.
We do not charge Drivers for accessing the Site, posting content to the Site, or otherwise using the Services, including when they apply for or communicate with a prospective Employer. We aggregate some information from Drivers and develop analytics based on information we collect from or about Drivers, and charge Businesses, including Employers, who want to access and use our Services and the aggregated data, analytics and information posted by Drivers, a subscription fee. We reserve the right to change our pricing and to charge for products and services that may have been offered in the past without charge.
Employers: We refer to Businesses that hire Drivers as Employers, regardless of the legal classification (i.e., employee or independent contractor) of the Driver. Through the Services, we make available a portal that allows you to post Listings, review information from Drivers interested in your Listings, and communicate with them in connection with the hiring process and employment generally. The Site and Services are intended to facilitate your recruiting and hiring processes; we do not review any prospective candidates’ information or qualifications for accuracy or suitability for any Listings, and make no representations or warranties in that regard. It is the Employer’s responsibility to evaluate and vet any prospective job candidates.
Nondiscrimination Policy: The Services may only be used to post Listings for positions by Employers who adhere to a policy of nondiscrimination in hiring, and by using the Site to post Listings or communicate with job applicants, an Employer is warranting that they have a nondiscrimination policy – one that prohibits discrimination against a job applicant because of his or her race, color, religion, sex (including gender identity, sexual orientation, and pregnancy), national origin, age (40 or older), disability, marital status or genetic information – and that they adhere to it. Employers who do not have a such a policy and/or who are not willing to adhere to it should not post Listings or otherwise use the portions of the Site available to Employers. We do not undertake any obligation to determine what an Employer’s policies or practices are or whether they adhere to those policies, but reserve the right to terminate any Employer’s access or use of the Services if we become aware that an Employer has, through its actions or omissions, failed to adopt a policy of nondiscrimination and adhere to it.
Drivers: To apply for and communicate with Employers regarding Listings through the Site, you will have to upload and keep up to date your educational and professional experience and other information related to your work as a Driver. We charge Employers to post Listings, track applications received in relation to Listings, and use the Site to communicate with Drivers who indicate an interest in a Listing. We are not involved in vetting or evaluating any Listing, or in the process used by Employers to make decisions on whether to interview, hire or reject Drivers, or the criteria that they may use in making such decisions.
Disclaimers Regarding Listings, Offers and Employers: We do not screen or review users who apply for Listings, the Listings themselves or Employers. We undertake no obligation to determine the accuracy of any information contained in a Driver’s profile, resume or any communication with an Employer, in any Listing, or in anything shown on the Site about a Driver or an Employer, or in any information exchanged or communicated through the Site. We are not involved in the process or decisions of any Employer as those relate to offers (including conditional offers) to hire or engage a Driver for the job or work described in a Listing (“Offer”). “Offer” refers only to offers of employment from an Employer. While we may post employment opportunities with our Company on the Site, these are not “Offers” as described in these Terms of Service.
Employers may impose conditions related to Offers, including, but not limited to, legal requirements a job applicant may need to meet, verification of a job candidate’s information, and a job applicant’s ability to meet specific working conditions. These conditions and whether anyone responding to a Listing meets or could meet those conditions is determined solely by the Employer.
Whether or not an Employer offers a job applicant a position is solely at the Employer’s discretion. A user’s decision to post information on the Site, submit information in response to a Listing, to communicate with and provide information to an Employer and/or to accept or reject an Offer is solely the job applicant’s decision. Employers, not the Company, are solely responsible for interviewing, performing background and reference checks, and conducting any other due diligence that Employers may require or consider desirable. In considering any Offer, we encourage job applicants to conduct due diligence they deem relevant to the Employer, the position they may be offered and the terms and conditions of the Offer.
By using the Services, users acknowledge that we do not have control over the quality, accuracy, completeness, veracity or legality of content provided by third parties, including job applicants and Employers, and that Company undertakes no obligation to inquire into or attempt to verify the statements, materials, or information provided by job applicants or Employers, including the Listings, or Employer’s practices or actions related to the hiring process or their communications with a job applicant. We have no control over the integrity, responsibility or actions of Employers or whether they will contact or extend any Offer to any job applicant.
Data Uploaded/Shared with Employers: Any information that is included in a Driver’s account is available to Employers. In communicating with Employers, we recommend providing only the personal and other information necessary to apply for the position described in the Listing and onlythe contact information that a Driver is comfortable disclosing to Employers and other users.Although we ask Employers to use information concerning prospective job applicants only for purposes for which it was provided or intended, we do not control or oversee such use. Drivers are responsible for keeping their resumes and any other information associated with their accounts current and accurate.
Employment or Engagement is Solely Between A Job Applicant and Employer: Any employment relationship or service contract or agreement between a job applicant and an Employer is between the job applicant and that Employer or the party through which the Employer is contracting. We are not a party to that relationship or agreement and have no responsibility for the terms related to any employment relationship, service contract or payment, or whether an Employer complies with the terms they have discussed with the job applicant and/or agreed on with them. There is no joint venture, partnership, employment, or agency relationship created between or among a job applicant, an Employer and/or us as a result of the use of the Services, and we are not your employer or co-employer. We are not responsible for, and assume no liability for, whether (1) a job is classified as an independent contractor or employee, (2) that classification conforms with applicable law, or any protections or benefits the law may entitle a user, or (3) the Employer complies with legal and regulatory requirements in the hiring process, in the course of the work a user may do for the Employer, or in the operation of its business.
Notification Upon Employment or Engagement: When a job applicant and an Employer enter into an employment relationship, service contract or other agreement related to the job applicant’s providing services to them, the job applicant must promptly notify us emailing us at [email protected] We will verify that the job applicant and the Employer have entered into an employment relationship or service contract for the employment opportunity or work described in the applicable Listing, and may ask for additional information or documentation.
Drivers’ Registration Obligations: You can only access and use the Services if you register with us, create an account and agree to these Terms of Service. You must be 18 years or older to register. You may not register for more than one account. When you create and account, you are agreeing that all information provided to us, any Employer, Third Party Service Provider, or other user, in the course of or as a result of using the Site, including in the registration form, will be true, accurate and updated so as to be current. You will not omit information that could potentially make information you have provided inaccurate or misleading. We recommend that you carefully consider the information you elect to include in your registration, that you post to the Site or you share with an Employer. Registration and certain other information about you are governed by our Privacy Policy, in addition to these Terms of Service. As described above and in our Privacy Policy, we may sell information that you post to or which may be accessible through the Site, aggregate it with information we obtain from other users and/or develop analytics using it.
User Account Settings and Password: When you register, you will be asked to create a password for your account. You are responsible for maintaining the confidentiality of your password and controlling account access, and are responsible for all actions that occur under your password or through your account. You may control your account and how you interact with the Services by changing the settings on your Settings page.
Deleting Your Account: You may delete your account at any time by sending us an email with the request in the subject line to [email protected]. See Information and User Content on Account Deletion or Termination below for a description of what happens to your information stored on the Site if you delete your account. You will remain responsible for any fees that accrue prior to deletion of your account or which were noncancellable or nonrefundable at the time of deletion of your account. Deleting your account does not automatically result in deletion of any (1) information that may be stored on servers used or controlled by Employers, including information you may have provided in relation to any Offers, any communications with Employers or prospective Employers, (2) information or reviews you have posted, (3) information that we have aggregated with other information or that is used in developing analytics, or (4) information that may be stored by Third Party Service Providers. We may also retain information as described in the Privacy Policy.
Termination of Your Account: Company may, in its sole discretion, suspend, limit, condition, or terminate your account (or any part thereof) or your use of the Service or any features or functions. We may also remove any content within the Service, for any reason, including, without limitation, for lack of use or relevancy or if we believe you have violated or acted inconsistently with these Terms of Service. Termination and/or deactivation of your account may be done with or without prior notice.
Information and User Content on Account Deletion or Termination: If your account is deleted or terminated, you will lose access to all your data, User Content, and information that you have provided in the registration process and in the course of accessing and using any of the Services; it may be deleted by us in the process or deleting or terminating your account. We have no responsibility or liability for the loss, deletion or failure to store any data, information or other content maintained or uploaded to the Site, including any job-related information or communications with any Employer.
Deleting your account, our terminating your account or your losing access to the Site, may not result in deletion of information that you have provided or received in relation to any Offers, any communications with Employers or prospective Employers, any information or reviews you have posted or any information that may be stored by Third Party Service Providers, but it will no longer be accessible by you. We may also retain information as described in the Privacy Policy.
Creating An Account: Businesses can only access and use the Services on a subscription basis which requires that they create an account, provide a credit card for payment of the monthly subscription fee and keep their payment information up to date, and agree to these Terms of Service. A Business may have only one account, but can create an unlimited number of passwords allowing their employees to access the Services. When you create an account, you are agreeing that all information provided to us, Third Party Service Providers, or other users, in the course of subscribing to or as a result of using the Site and Services, will be true, accurate and updated so as to be current. You will not omit information that could potentially make information you have provided inaccurate or misleading. Registration and certain other information about you are governed by our Privacy Policy, in addition to these Terms of Service.
Recurring Subscription Payments: We charge Businesses to use our Services on a monthly basis. When you create an account and agree to subscribe to the Services, you are agreeing to the following:
User Account Settings and Password: When you register, you will be asked to create a password for your account. You are responsible for maintaining the confidentiality of your password and controlling account access, and are fully responsible for all actions that occur under your password or through your account. You may control your account and how you interact with the Services by changing the settings on your Settings page.
Canceling Your Account: You may cancel your account at any time by sending an email with the request in the subject line to [email protected]. See Information and User Content on Account Cancellation or Termination below for a description of what happens to your information stored on the Site if you cancel your account. You will remain responsible for any fees that accrue prior to cancellation of your account or which were noncancellable or nonrefundable at the time of cancellation. Cancelling your account does not automatically result in deletion of any information that may be stored on servers used or controlled by us, other users or our Third Party Service Providers, whether the information was posted by you or another user(s). We may also retain information as described in the Privacy Policy.
Termination of Your Account: Company may, in its sole discretion, suspend, limit, condition, or terminate your account (or any part thereof) or your use of the Service or any features or functions. We may also remove any content within the Service, for any reason, including, without limitation, for lack of use or relevancy or if we believe you have violated or acted inconsistently with these Terms of Service. Termination, cancellation and/or deactivation of your account may be done with or without prior notice.
Information and User Content on Account Cancellation or Termination: If your account is cancelled or terminated, you will lose access to all your data, User Content, and information that you have provided in the registration process and in the course of accessing and using the Site and any of the Services; it may be deleted by us in the process of cancelling or terminating your account. We have no responsibility or liability for the loss, deletion or failure to store any data, information or other content maintained, received through or uploaded to the Site, including any job-related information or communications with any job applicant.
Specific Terms For Use By Drivers: You may use the Services or any components thereof, only for your personal use, and, as the Services relate to employment and other work opportunities, only in considering, evaluating and pursuing employment or other work opportunities that are described in Listings. You agree not to republish, share, reproduce, modify, sell, exploit, or transfer any portion of the Services, or access or use to the Services for the benefit of anyone else. This prohibition covers information regarding Employers, the Listings accessed via the Services, or provided to you by an Employer via use of the Services. It does not apply to User Content which you Upload (defined below). Your account is for your personal use and you agree not to provide any other person with access to or use of the Services, including by allowing another person or entity to access or use the Site with your username, password, or other login information. You agree to take security precautions to protect your information and unauthorized access or use of the Services or Site through your account and the device you are using to access the Site, and to log out of your account at the end of each session. If you suspect there has been any unauthorized use of your password or account or any other breach of security, you agree to immediately notify us. Accessing your account from a public or shared computer may result in others being able to view, record, steal or misuse your password or other personal or financial information, and we recommend that you take standard security precautions to minimize the risk of this. We are not liable for any loss or damage arising from your failure to comply with these obligations. You agree not to take any action to circumvent the restrictions and obligations related to use of the Site and the Services in these Terms of Service or to fail to take action that might allow tat to happen.
Specific Terms for Use by Businesses : The Site and Services can only be used by you to facilitate your internal business operations. You cannot resell or use the Services to offer or provide services to other persons or entities that are not owned by you. You will not allow any third parties or anyone working on behalf of a third party to access or use the Services through your account. You agree not to take any action to circumvent the restrictions and obligations related to use of the Site and the Services in these Terms of Service or to fail to take action that might allow that to happen.
Interactions with Other Users: You are solely responsible for your interactions with other users of the Services. We reserve the right, but have no obligation, to monitor disputes between you and other users of the Services. We shall have no liability for your interactions with other users of the Services, or for any other user’s action or inaction. We shall have no obligation to you to enforce these Terms of Service or any other agreement against any other user of the Services or any Employer. You agree to deal fairly, truthfully and professionally with all other users.
Compliance with Law : You agree to comply with all laws regarding your access and is of the Site and the Services. We have the right to cooperate fully with any law enforcement authorities, subpoena or court order, including but not limited to, requests for disclosure of the identity or other information of anyone using or posting any information, materials or User Content on or through the Site or for information related to your noncompliance with applicable law or these Terms of Service.
Modifications to Service: We reserve the right to modify, limit, condition, or discontinue, temporarily or permanently, the Site or the Services (or any part thereof) and any policies or practices that relate to the Site or the Services, with or without notice. We will not be liable to you or to any third party for any modification, limitations, suspension or discontinuance of the Services or access to the Site, or any portions thereof, including but not limited to, any loss of data or access to any information accessed or stored through the Site or the Services.
Prohibited Uses: The following are examples of what we prohibit users from doing in the course of using the Services and Uploading (defined below) to the Site; this is not intended to be an exhaustive list and may not include all of the actions or failures to act that we currently or may in the future prohibit. The determination of whether any of the following have occurred is solely within our discretion. You agree not to do any of the following in connection with the Services:
You further agree that you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Company from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address).
Any use of the Site, the Services or User Content posted by others except as specifically authorized herein is strictly prohibited.
User Conduct: In using the Services you may upload information or provide information related to certain topics the Services cover. You are solely responsible for all data, information, video, images, information, sound, photographs, graphics, communications, including emails and resumes, and other materials (“User Content”) that you upload, post, publish, display or transmit (these actions are collectively referred to as “Upload”, “Uploaded” or “Uploading”) in the course of accessing and using the Site and the Services or that is otherwise Uploaded through your account. We are not responsible for any User Content that fails to be Uploaded or that is corrupted, distorted or lost in, or as a result of the process of being, Uploaded. You represent and warrant that any User Content or other information you Upload or provide through the Services will be truthful and accurate and that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights, trademarks and rights of publicity or privacy contained therein. By Uploading (or enabling us to Upload) any User Content you (1) authorize Company and its Third-Party Service Providers to derive statistical, analytical and usage data relating to your use of the Services and the Site, (2) grant Company a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable (directly and indirectly through multiple tiers), perpetual, irrevocable license to copy, display, upload, publicly perform, distribute, store, modify, sell and otherwise use your User Content, Submissions (defined below), usage data and any statistical, analytical, or aggregated data relating to your use of the Services, the Site and/or any of its features or functionality that may be derived by us or our Third-Party Service Providers, for any purposes, including, without limitation, in the development of products and services, or the marketing or promotion of any of the foregoing; in any form, medium or technology now known or later developed.
You acknowledge that Company does not prescreen User Content. You shall be solely responsible for any liability, legal or regulatory action or other consequences of Uploading any User Content. While we have no obligation to remove anything that might violate our policies or applicable laws or take any other action, we reserve the right to investigate and take any action we deem appropriate against any person or entity, including any user, who has Uploaded any User Content, or otherwise acted in a way that we, in our sole discretion, believe violates our Terms of Service or the rights of any third party. The action we might take, includes without limitation, deleting or refusing to post User Content, suspending or terminating a user’s account or your access to the Site and/or the Services, reporting a user to the law enforcement authorities, and/or taking legal action against you. You bear all risks associated with the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
Retention of Information: You acknowledge and agree that we may preserve User Content and disclose it if required to do so by law or in the good faith belief that such preservation or disclosure may be reasonably necessary to: (1) comply with legal process, applicable laws or government requests; (2) enforce these Terms of Service; (3) respond to claims that any User Content violates the rights of any third party; or (4) protect our, our users and the public’s rights, property, or personal safety.
Special Notice for International Use; Export Controls: Any information or content, including the Services and any software code used in the provision of the Services, is subject to United States export controls and may not be exported or re-exported in violation of U.S. export laws. The Services and any related information, content or software may not be used or otherwise provided or made available, either directly or indirectly, to (a) any country subject to U.S. trade sanctions, to individuals or entities controlled by such countries, or to nationals or residents of such countries; or (b) anyone on the U.S. Treasury Department’s list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department’s Table of Denial Orders.
The Services may be available via a mobile device through applications downloaded and installed (“Application”) on a mobile device (“Mobile Services”). These Terms of Service apply equally to your use of Mobile Services. Your wireless service carrier’s standard charges, data rates and other fees may apply to downloading and using Mobile Services and you will be solely responsible for such charges. Mobile Services may not work with all carriers or devices.
By using the Mobile Services, you agree that we may communicate with you regarding the Services by SMS, MMS, text message, email or other electronic means to your mobile device, and that certain information about your usage of the Mobile Services may be communicated to us (see our Privacy Policy for more detail). In the event you change or deactivate your mobile telephone number, you agree to promptly update your account information to ensure that your messages are not sent to a person who may acquire your old number.
Subject to these Terms of Service, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to (i) install the Application on your mobile device(s), and (ii) use the Application for your own personal use solely to access and use the Service. For clarity, the foregoing is not intended to prohibit you from installing the Application for another device on which you also agreed to these Terms of Service when you agree to the Terms of Service as to each device on which the Application is downloaded and used.
Apple-Sourced Software: Company may offer the Application through the Apple App Store, the Google Play Store or other distribution channels (“Distribution Channels”). If you obtain the Application through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms of Service are between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third party products and services in connection with your use of our Services, you agree to comply with all applicable terms of any agreement for such third party products and services.
With respect to Applications that are made available for your use in connection with an Apple-branded product (the “Apple-Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:
Company and you acknowledge that these Terms of Service are concluded between Company and you only, and not with Apple Inc. (“Apple”), and that as between Company and Apple, Company, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.
You may not use the Apple-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple-Enabled Software in, or otherwise be in conflict with, the Apple Media Services Terms and Conditions. Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS Product that you own or control, as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions.
Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.
Apple is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software to you, if any; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, which will be Company’s sole responsibility, to the extent it cannot be disclaimed under applicable law.
Company and you acknowledge that Company, not Apple, is responsible for addressing any claims of you or any third party relating to the Apple-Enabled Software or your possession and/or use of that Apple-Enabled Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
In the event of any third party claim that the Apple-Enabled Software or the end- user’s possession and use of that Apple-Enabled Software infringes that third party’s intellectual property rights, as between Company and Apple, Company, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
If you have any questions, complaints or claims with respect to the Apple- Enabled Software, they should be directed to Company as follows:
Two North Riverside Plaza, Suite 2100, Chicago, IL 60606
Company and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to the Apple-Enabled Software as a third party beneficiary thereof.
Google-Sourced Software: The following applies to any Application you acquire from the Google Play Store (“Google-Sourced Software”): (i) you acknowledge that these Terms of Service are between you and Company only, and not with Google, Inc. (“Google”); (ii) your use of Google-Sourced Software must comply with Google’s then-current Google Play Terms of Service; (iii) Google is only a provider of Google Play where you obtained the Google-Sourced Software; (iv) Company, and not Google, is solely responsible for Company’s Google-Sourced Software; (v) Google has no obligation or liability to you with respect to Google-Sourced Software or these Terms of Service; and (vi) you acknowledge and agree that Google is a third-party beneficiary to this Agreement as it relates to Company’s Google-Sourced Software.
Ownership: The technology, software and any other works subject to trademark, copyright, trade secret and/or patent protection underlying the Site and the Services, including the Mobile Services, and/or used in connection therewith that are not User Content, are the property of Company, our Third Party Service Providers, including all of the proprietary technology and other rights embodied therein ( “IP Rights”) or other third parties. You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise misappropriate or transfer any right in the IP Rights. . All goodwill generated from the use of Company Trademarks will inure to our exclusive benefit. Any rights not expressly granted to users herein are reserved by Company.
Open Source Software: The IP Rights may contain or be provided together with open source software (“Open Source Software”), subject to their own applicable license terms. Copyrights to the Open Source Software are held by the respective copyright holders indicated therein.
User Input: You agree that we have the unrestricted right to use, disseminate and exploit any questions, comments, reviews, suggestions, ideas, feedback or other information about the Site or the Services (“Submissions”), you provide or make available to us. This right extends to any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Copyright Complaints: Company 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 Company of your infringement claim in accordance with the procedure set forth below.
Company 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 Company’s Copyright Agent at [email protected] (Subject line:
“DMCA Takedown Request”). You may also contact us by mail at: Two North Riverside Plaza, Suite 2100, Chicago, IL 60606
To be effective, the notification must be in writing and contain the following information:
authorized by the copyright or intellectual property owner, its agent, or the law;
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:
If a counter-notice is received by the Copyright Agent, Company will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
The Site may contain links or other access to sites and resources on the Internet that are not operated by us or under our control. We are not responsible for the content of such sites or any interactions or transactions that involve such sites. Any communication, transactions or other interactions you have with third parties in connection with such sites are between you and the third party. We are not liable for any loss or claim that you may have against any such third party.
THE SITE AND SERVICES ARE PROVIDED ON AN AS-IS BASIS WITH NO WARRANTIES, AND ARE NOT COVERED BY ANY WARRANTIES. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT.
COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO ANY OF THE FOLLOWING: (A) ANY DESCRIPTION OF OR RELATED TO THE SITE OR SERVICES, (B) ANY INFORMATION (1) ACCESSIBLE THROUGH THE SITE, (2) OBTAINED THROUGH OR PROVIDED BY ANY USER, (3) OBTAINED IN THE COURSE OF USING THE SERVICES, AND/OR (4) INCLUDED IN ANY USER CONTENT, LISTING OR OFFER, OR (C) ANY PRODUCTS, SERVICES, USER CONTENT, INFORMATION, OR OTHER MATERIAL ACCESSED, PURCHASED OR OBTAINED THROUGH THE SERVICES.
COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SITE WILL BE ACCESSIBLE AT ALL TIMES, WILL FUNCTION ERROR FREE OR UNINTERRUPTED OR WILL BE SECURE OR FREE FROM VIRUSES; THAT ANY USER CONTENT AND OTHER INFORMATION POSTED TO AND/OR TRANSMITTED OR RECEIVED VIA THE SITE (WHETHER STORED ON A SERVER RUN BY US OR A THIRD PARTY) WILL BE SECURE OR UNCORRUPTED; OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT ANY RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES WILL BE ACCEPTABLE TO YOU.
THE COMPANY WILL HAVE NO RESPONSIBILITY OR LIABILITY TO ANY USER, OR TO ANY PERSON OR ENTITY ASSOCIATED WITH ANY USER’S ACCESS OF THE SITE OR ACCESS TO OR USE OF THE SERVICES, FOR ANY LOSS, DAMAGE, EXPENSE OR INJURY OF ANY KIND ALLEGEDLY ARISING FROM OR RELATED TO (A) USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR SERVICES (B) LOST, ALTERED OR CORRUPTED DATA, (C) ERRORS, INACCURACIES OR OMISSIONS ON THE SITE OR IN ANY INFORMATION ACCESSED, PROVIDED OR AVAILABLE ON OR THROUGH THE SITE, (D) USE OF OR RELIANCE ON INFORMATION ON OR ACCESSIBLE THROUGH THE SITE OR THE SERVICES, (E) ERRORS, DELAYS, INACCURACIES, OR OMISSIONS IN THE PROCESSING OR TRANSMISSION OF DATA, (F) ANY UNAUTHORIZED ACCESS TO OR USE OF A USER’S USER CONTENT, (G) DOCUMENTATION RELATED TO THE SITE, (H) ANY INFORMATION INCLUDED IN OR EXCLUDED FROM THE SITE; (i) ANY STATEMENTS OR CONDUCT, CONTENT OR COMMUNICATION OF A THIRD PARTY OR OTHER USER OF THE SERVICES; OR (j) ANY OTHER MATTER RELATING TO THE SERVICES, INCLUDING ANY OFFERS EXTENDED BY AN EMPLOYER OR COMMUNICATIONS WITH AN EMPLOYER; HOWEVER ARISING, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOUR USE OF THE SERVICES, INCLUDING ACTING ON OR FOREGOING ACTION, BASED ON ANY INFORMATION ACCESSIBLE THROUGH THE SITE, INCLUDING ANY INFORMATION POSTED BY OTHER USERS, IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. AND APPLYING FOR, ACCEPTING OR REJECTING ANY OFFERS EXTENDED BY ANY EMPLOYERS.
THE COMPANY WILL NOT BE LIABLE FOR (A) LOST PROFITS, (B) THE COST OF PROCURING SUBSTITUTE GOODS, SOFTWARE OR SERVICES, HOWEVER ARISING, OR (C) DAMAGES ALLEGEDLY OR ACTUALLY RESULTING FROM (I) INCONVENIENCE, DELAY OR LOSS OF USE OF ANY INFORMATION, DATA, SOFTWARE OR HARDWARE, OR (II) LOST OR CORRUPTED DATA, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES
IF YOU ARE DISSATISFIED WITH THE SITE OR ANY PORTION OF THE SERVICES OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO TERMINATE YOUR USE OF THE SERVICES.
THE COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, INCOME OR WAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE,
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR DISCLAIMER OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU.
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “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 SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
TO THE EXTENT COMPANY IS FOUND TO HAVE LIABILITY, COMPANY’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION WILL IN NO EVENT EXCEED THE AMOUNT YOU HAVE PAID COMPANY IN THE LAST TWO (2) MONTHS (IF AT ALL), OR, IF GREATER, FIFTY DOLLARS ($50).
You agree to release, indemnify and hold Company, its Third Party Service Providers and their officers, employees, directors, service providers, licensors and agents, harmless from any from, and be solely responsible for, any and all claims, costs, losses, liabilities, settlements, damages, judgments, expenses, including reasonable attorneys’ fees, and actions of any kind and injury (including death) allegedly arising out of or relating to (i) your use of the Site, the Services, (ii) any User Content you post or which is posted using your account, including any alleged inaccuracies or defamatory material in, or infringement or others’ rights by, such User Content, (iii) your connection to, or inability to access, the Site, or your use of, or inability to use, the Services, (iv) your violation of these Terms of Service, (v) your actual or alleged violation of any rights of any other user, (vi) our taking actions (or not acting) consistent with these Terms of Service or applicable law, (vii) actions by any person or entity whose access or use of the Site or Services has been facilitated or approved by you, (viii) any defamatory User Content, (ix) any dispute(s) with any other user, (x) any application for an employment or job opportunity, any communications with an Employer, or any Offer or failure to receive an Offer related to any employment or job opportunity, or (xi) any unauthorized access to, use of or theft of the data or information of any user that has been provided to you, transmitted to you or resides on any servers or networks owned, controlled or used by you. The preceding sentence expressly includes, without limitation, claims relating to your classification as an independent contractor; allegations that the Company is your employer or joint or co- employer; any other employment-related claims, such as those relating to employment termination, employment discrimination, harassment, or retaliation; any claims for unpaid wages or other compensation, overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits, or any other employee benefits; and any claims relating to background checks or claws regarding criminal history inquires, including, without limitation, claims under the Fair Credit Reporting Act.
If you are a California resident, you waive California Civil Code Section 1542, which says:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASING PARTY.
If you are a resident of another jurisdiction, you waive any rights or protection available under any comparable statute or doctrine.
Arbitration Agreement: This section is referred to in these Terms of Service as the “Arbitration Agreement.” You and Company agree that any and all disputes or claims that arise between you and Company, and whether or not you have or had an account with Company, and whether arising out of or relating to these Terms of Service (including any alleged breach thereof), the Services, any aspect of the relationship or transactions between us, any advertising, promotion or marketing related to the Site or Services, the termination of your account or any action or inaction by us in relation to your account, User Content, or related in any way to your access and use of the Site and/or the Services, shall be resolved exclusively through final and binding arbitration, rather thana court, in accordance with the terms of this Arbitration Agreement, with the following exceptions (“Exceptions to Arbitration”):
Exceptions to Arbitration described in (i), (ii), (iv) and (v) above may be brought and litigated in a court of competent jurisdiction by you or us on an individual basis only and not as a Collective Action, defined below.
You acknowledge that pursuant to this Arbitration Agreement, you and Company are each waiving the right to a trial by jury and the right to participate in a Collective Action. Our respective 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 on Collective Actions:“Collective Action” means one or more of the following: (a) actions in which a plaintiff or claimant purports to represent others with the same or similar claims against the same defendant or respondent, (b) “class actions” as that term is used or understood in applicable statutes, law or court rules; (c) ten or more individual actions that assert in whole or in part the same or substantially similar claims, claim violation(s) of the same or substantially similar law or statute(s), and which seek the same or substantially similar types of damages, when filed within the 6 months preceding or following the filing by you or us of an arbitration, (d) any action where the claims of a party are consolidated with the claims of any other person or entity, and (e) your opting in to or participation in any action as described in (a) – (d).
YOU AND COMPANY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT IN THE FORM OF A COLLECTIVE ACTION. UNLESS BOTH YOU AND COMPANY 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 COLLECTIVE ACTION. 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).
Pre-Arbitration Dispute Resolution: Company believes that in most cases both parties can benefit by trying to resolve disputes amicably and efficiently, without having to resort to court or arbitration. For that reason, if you believe that you have a claim against us, prior to filing for arbitration, you agree to provide us with a notice of dispute (“Notice”). The Notice should be sent to Two North Riverside Plaza, Suite 2100, Chicago, IL 60606 (“Notice Address”). The Notice must describe (i) the nature and basis of the claim or dispute and (ii) the specific relief you are seeking. If Company and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Company or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Company is entitled.
Arbitration Procedures: Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules. If you are a consumer, the rules that will govern the arbitration will be the Consumer Arbitration Rules (“AAA Consumer Rules”), subject to the terms of this Arbitration Agreement. If you are a business (regardless of the legal form of your business – sole proprietor, LLC, corporation), the applicable rules will be the AAA’s Commercial Arbitration Rules and the Expedited Procedures where the amount of the claim or counterclaim does not exceed $75,000. For information on the AAA, its rules and fees, please visit its website, http://www.adr.org. If there is any inconsistency between any term of the applicable AAA rules and any term of this Arbitration Agreement, this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would result in a fundamentally unfair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to whether or not an action is a Collective Action, and 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 the Terms of Service (including the limitations on liability and damages) and applicable law. 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.
Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
If specified by the applicable AAA rules, the arbitration hearing will be conducted solely on the basis of documents submitted to the arbitrator. For cases where the hearing will be “in person” and not “on the documents,” the hearing will be held telephonically or using video conferencing technology (e.g., Zoom). The arbitrator shall 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 applicable AAA rules, unless otherwise provided in this Arbitration Agreement. The following applies if (i) you are a consumer who has only made personal use of the Site and Services and not on behalf of or for a business purpose, (ii) the case will be administered and heard under the AAA Consumer Rules, and (ii) the arbitrator does not allocate the fees differently in the award rendered by the arbitrator:
Any payment of attorneys’ fees will be governed by the AAA Rules as may be further applied by the arbitrator.
Severability: If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the “Exceptions to Arbitration” or the subsection titled “Prohibition on Collective Action,” 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 shall be enforceable as so modified. If a court or the arbitrator decides that “Exceptions to Arbitration” or the subsection titled “Prohibition on Collective Action,” above are invalid or unenforceable, then the entirety of this Arbitration Agreement shall 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 the Terms of Service will continue to apply.
Future Changes to Arbitration Agreement: Notwithstanding anything in these Terms of Service to the contrary, Company agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address or a change made by the AAA to its rules or administrative processes), you may reject any such change by sending Company written notice to the Notice Address above within thirty (30) calendar days of the change, advising the Company that you have rejected to the changed Arbitration Agreement terms. If you reject a future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of the Arbitration Agreement as of the latest date of the Terms of Service that you did not reject.
These Terms of Service constitute the entire agreement between you and Company and govern your use of the Services, superseding any prior agreements between you and Company with respect to the Services. You also may be subject to additional terms and conditions that may apply when you services of content from third parties, including Third Party Service Providers.
These Terms of Service will be governed by the laws of the State of Illinois without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration and unless otherwise provided in the Arbitration Agreement, you and Company agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Cook County, Illinois. The failure of Company to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, and except as expressly provided in the Arbitration Agreement, 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 these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of these Terms of Service and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same limitations as other business documents and records originally generated.
Company may assign or transfer these Terms of Service, in whole or in part, without restriction.
The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Defined (i.e. capitalized) terms in the singular will have the same meaning when used in the plural and vice versa.
Notices to you may be made via either email or regular mail. We may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Site
For more information on how we use the information you provide to us, please see our Privacy Policy. By using the Services, you consent to our collection and use of personal information, both as described in these Terms of Service and in our Privacy Policy.
Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210 or (800) 326-2297 (hearing impaired only). You may contact us at Two North Riverside Plaza, Suite 2100, Chicago, IL 60606, or by telephone at (855) 520-1601.
QUESTIONS? CONCERNS? SUGGESTIONS?
Please contact us at to report any violation of these Terms of Service or to pose any questions regarding these Terms of Service or the Service.
