Terms of Service

Reference Vault Terms of Service, Privacy Policy and General Release
Sep. 10, 2007

ReferenceVault (the “Company”) provides a platform for requesting, capturing and sharing information between professionals, students and colleges, recruiters and employers. By accessing these services or Website (the “Site” or “Services”) or by posting ReferenceVault links on your site, you ("User") signify that you have read, understand and agree to be bound by these Terms of Service ("Terms of Service", “Terms”, “Agreement”, or “Release”), whether or not you are a registered user of ReferenceVault. We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Service at any time without further notice. Changes to these Terms will be posted to ReferenceVault.com. Your use of the Services after any such changes constitutes your acceptance of the new Terms of Service. In order to use the Site or Services you must read and accept all of the terms and conditions of this Agreement. If you do not agree to abide by these or any future Terms, do not use, access or continue to use or access the Site or Services. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Use and to review such changes.

Eligibility

The Site and Services are intended solely for professional use in legal employment or legal commerce by persons fifteen (15) years of age or older. Any registration by, use of or access to the Site by anyone under 15 is unauthorized, unlicensed and in violation of these Terms. By using the Services, you represent and warrant that you are 15 or older and agree to and to abide by all of the terms and conditions of this Agreement. You are prohibited from selling, trading, or otherwise transferring your account to another party. The Site and Services may not be used to post or transmit content of a non-professional or non-commerce-related nature.

Registration and Security

In consideration of your use of the Services, you agree to (a) provide complete, accurate, and current information about you as prompted by the Site or Services from time to time; (b) maintain the strict security and confidentiality of your login information and password; and (c) maintain and keep current all Account and Registration information, and other information you provide related to the Site or Services, to keep it accurate, current and complete. You are exclusively responsible for maintaining the confidentiality of your login information and password and all activities that take place using your login name, ReferenceVault name or account, whether with or without your knowledge. Knowingly providing your login information or password to another person, may result in your account being suspended or terminated. You agree to immediately notify the Company of any unauthorized use of your account or any other breach of security. ReferenceVault cannot and will not be liable for any loss or damage arising from your failure to comply with these terms.

You understand and agree that your information may be transmitted over various networks; and changes may be required to conform and adapt to technical requirements of connecting networks or devices.

Use of Service

Your use of the ReferenceVault Service is governed by this Agreement and Agreements incorporated therein. ReferenceVault may refuse service without prior notice to any user for any or no reason.

Users may provide information about themselves which may be visible to other users. You understand that by posting information on the Site or via the Services or otherwise providing information to the Company, you are granting to the Company a royalty-free, perpetual, irrevocable license to use this information. Furthermore, you understand that ReferenceVault retains the right to reformat, excerpt, or translate any materials submitted by you. You understand that all information publicly posted or privately transmitted through the Site or Services is the sole responsibility of the person from which such content originated and that the Company will not be liable for any errors or omissions in any content. You understand that the Company cannot guarantee the identity of any other users with whom you may communicate or interact in the course of using the Site or Services. The Company cannot guarantee the authenticity of data users may provide about themselves, their relationships or other persons or companies.

Termination

You agree that the Company may, with or without cause, immediately terminate your account and access to the Site or Services without prior notice including but not limited to termination of any paid memberships without reimbursement, deletion of any content or information you have posted to the Site, and/or prohibit you from using or accessing the Services or Site for any reason, or no reason, at any time in its sole discretion, with or without notice without limitation.

Without limiting the foregoing, the following will lead to a termination of your use of the Site and Services (a) breaches or violations of this Agreement or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you to remove your account, (d) unexpected technical issues or problems, (e) extended periods of inactivity, or (f) complaints by other Users regarding your communications with them. Termination of your account may include removal of access to all Services and may also bar you from further use of the Services. You also understand and agree that the Company in its sole discretion and at any time discontinue providing the Site or Services, or any part thereof, with or without notice. Furthermore, you agree that all terminations or discontinuation of Services in whole or in part shall be made in the Company’s sole discretion and that the Company shall not be liable to you nor any third-party for such actions.

User Conduct

BY USING THE SERVICE OR SITE YOU AGREE TO ABIDE AND BE BOUND BY THE FOLLOWING CONDUCT TERMS. FAILURE TO ADHERE TO THESE TERMS OR OTHER TERMS IN THIS AGREEMENT MAY RESULT, AMONG OTHER THINGS, IN TERMINATION OF YOUR ACCOUNT AND THE DELETION OF CONTENT YOU POSTED, WITH OR WITHOUT NOTICE, AS DETERMINED BY REFERENCEVAULT IN ITS SOLE DISCRETION.

Use of manual or automated software, devices, or other processes to “index”, “crawl” or “spider” any web pages or other content contained in the Site or available via the Services is strictly prohibited without written consent of the Company, which consent may be revoked at any time for any reason. You agree not to monitor or copy, or allow others to monitor or copy, our web pages or the content included herein. You agree not to “frame” or otherwise simulate the appearance or function of the Site or Services. You agree not to take any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including but not limited to unsolicited communications, attempts to gain unauthorized access, or transmission or activation of computer viruses. You agree not to attempt to circumvent content, user, IP or any other blocking or content filtering techniques we use from time to time.

You agree not to use ReferenceVault to:

post content that is obscene, pornographic or in any manner sexual, depicts violence, contains threats or intimidates, harasses, is derogatory, demeaning, malicious, defamatory, abusive, offensive or hateful

post information or initiate communications which are unlawful, libelous, abusive, obscene, discriminatory, or otherwise objectionable
use the Site or Services for any illegal purpose, including but not limited to conspiring to violate laws or violate any local, state, national or international law
falsely state, impersonate, or otherwise misrepresent your identity, including but not limited to the use of a pseudonym, or misrepresenting your current age or previous employment, qualifications, certifications, education or affiliations with a person or entity, past or present.
upload, post, email, transmit or otherwise make available any content or initiate communications which include information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation.; upload, post, email, transmit or otherwise make available any material 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.
forge headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Site or Services.
post content in fields that aren’t intended for that content.
Interfere with or disrupt the Site or Services or disobey any requirements, procedures, policies or regulations of networks connected to the Site or Service.
solicit passwords or personal information from anyone.
use information obtained on the Site or from the Services in any manner not authorized by the this Agreement
attempt to use another's account, service or system without authorization or create a false identity on the Service or the Site
engage in any predatory or stalking conduct

Privacy, Communication and Monitoring

The Company does not rent or sell users’ personally identifiable information to third parties for marketing purposes or share their contact information with other users without consent.

In the course of using the Site or Services, including but not limited to registration, requesting, writing, and sharing references and profile information, you may provide names, email addresses, and other information about yourself and third parties. This information is used to validate accounts, send reference requests, send references and other communications, to facilitate services you request, and to execute other Site- and Service-related functions. This information may also be used to customize Services and/or Content presented through the Site or Services, including but not limited to new features and promotions. The names and email addresses of people you request references from or invite to your network will be used only in the course of providing the Services. The Company does not rent or sell information regarding the Users you interact with in the course of using the Site or Services.

In the course of providing the Site or Services cookies and web log files may be used to track usage, this may include but is not limited to the use of cookies to enable rapid logon as well as normal functioning of the Site and Services.

As with most Websites, the Company may receive the Internet Protocol address of your company, the Universal Resource Locator of the site from which you came or to which you are going upon entrance to or exit from the Site or Services. Your Internet Protocol address and personally identifiable information are not provided by the Company to third-parties without your permission unless required by law.
ReferenceVault may communicate with Users from time to time via email or site mail in the course of providing services. You agree to receive emails or site mail as necessary for the proper functioning of the Site and Services, including communications regarding new features, performance issues or any topic the Company, in its sole discretion, deems necessary for the successful and proper functioning of the Site or Services. You understand that your name and/or email address may be listed in certain communications initiated by you through Site or Services.

You agree and understand that the Company has the right but not the responsibility to monitor activity and information associated with the Site and Services. From time to time techniques may be employed to prevent or remove objectionable materials or materials that violate these Terms or are inappropriate in the sole discretion of the Company.

General Release

You agree to these General Release Terms ("Release") set forth in this section of the Terms of Service. You authorize individuals from whom you request references via ReferenceVault (“Requestees”) to provide any and all information about you to any prospective employer, customer or other individual or entity, whether or not that contact is initiated through ReferenceVault. You understand that the information Requestees disclose could include, but is not limited to, a description of the various positions you held; your duties and responsibilities; circumstances relating to your separation and/or resignation from past employment; and information about your performance and/or accomplishments. You understand that Requestees exercise their sole discretion regarding the nature and extent of the information they provide about you.

You understand that information Requestees provide about you may be positive, negative, favorable, unfavorable, helpful, or unhelpful. Each Requestee has the right to provide the information about you that he or she deems appropriate, in his or her sole discretion. You understand and agree that the information that may be provided by Requestees about you may assist a prospective employer or customer in determining whether to offer employment to you or engage in other forms of commerce. You also understand and agree that such information may result in a prospective employer's or customer’s decision not to offer employment or engage in other commerce with you. You agree that neither the Company, its Affiliates or Requestees can make guarantee the result of providing information about you to a prospective employer or customer. You understand and agree that you have no right to obtain from Requestees, the Company or its Affiliates any description or details about the information shared about you.

You recognize that if you fail to obtain employment or secure other business relationships or incur any injury or damages as a result of information provided by the Company or Requestees, you have no right to make a claim or file a lawsuit against the Company, its agents, its representatives or any person or company from whom I request a reference via ReferenceVault.

In consideration for access to Site and Services, which you acknowledge is adequate and valuable consideration to support this Release, you hereby irrevocably and unconditionally release the Companies, its current or former affiliates, and their employees or agents, and any person or entity to whom information about me is disclosed (collectively, the "Released Parties") from all known or unknown claims that you may have now or in the future relating to or arising out of the disclosure or use of any information the Released Parties provide about you to any prospective employer or to any other person or entity seeking a reference about you.

By agreeing to this Release and related Terms of Service, you agree to release and waive any claims against the Released Parties and any prospective employer or customer and any entity or individual seeking a reference about you in connection with the receipt and use of the information provided by the Release Parties. This Release sets forth the entire agreement between you and the Company pertaining to the subject matter of this Release.

International Use

You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site or the Service ("Submissions"), provided by you to the Company are non-confidential and shall become the sole property of the Company. The Company shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

Trademarks

“ReferenceVault”, “RefVault”, “Get Them Once, Use Them Forever”, “Get them Here, Use them Anywhere”, “Get them Before They’re Gone” and all graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Company in the U.S. and/or other countries. The Company's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Indemnification

By accepting this User Agreement, you agree to indemnify and otherwise hold harmless the Company, its officers, employees, service providers, agents, subsidiaries, affiliates and other partners from any direct, indirect, incidental, special, consequential or exemplary damages resulting from i) your use of the Site or Services; ii) unauthorized access to or alteration of your communications with or through the Site or Services, or iii) any other matter relating to the Site or Services. Any transactions that may arise between users from their use of Site or Services are the sole responsibility of the users involved.
Without limitation of the terms and conditions set forth above you understand and agree that the Company may disclose personally identifiable information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to comply with legal process, enforce this User Agreement, or protect the rights, property, or safety of the Company, its users, and the public.

Disclaimer of Warranties

YOU UNDERSTAND AND AGREE THAT THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THAT THE COMPANY DOES NOT ASSUME ANY RESPONSIBILITY FOR PROMPT OR PROPER DELIVERY, OR RETENTION OF ANY USER INFORMATION OR COMMUNICATIONS BETWEEN USERS. THE COMPANY ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OR EXISTENCE OF ANY COMMUNICATIONS BETWEEN USERS. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
THE COMPANY MAKES NO WARRANTY THAT (i) THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS, (ii) THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE OR SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE THE SITE OR SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE THE SITE OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO INFORMATION OBTAINED BY YOU FROM THE SITE OR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Entire Agreement

This Agreement constitutes the entire agreement between you and the Company and governs your use of the Site and Services, superseding any prior agreements between you and the Company.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT WILL THE COMPANY’S TOTAL CUMULATIVE DAMAGES EXCEED US$ 100.

Governing Law

By visiting or using the Site or Services, you agree that the laws of the State of Delaware, without regard to conflict of laws, will govern these Terms and any dispute of any sort that might arise between you and the Company or any of our affiliates. With respect to any disputes or claims not subject to arbitration you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of California, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of California.