Terms of Service

GENERAL

At Edvo Inc., we provide individuals seeking employment opportunities with access to relevant open positions with third-party employers (herein defined as “Employers”), training, and other placement and employment related educational services. In our capacity as an external advisor for different Employers, we provide various advisory and employee placement services, as well as other human resource management tools.

When we use the terms “we”, “us”, “our” or “Edvo”, we refer to Edvo Inc., and when we use the terms “you”, “your” or “yours” we refer to you, an Employer seeking to fill an employment or service provider position (herein: “Open Position”), with a potential candidate (herein: “Candidate” or “Candidates”).

These Terms and Conditions (the “Terms”) are a legally binding agreement between you and us. As part of these Terms, you agree to our Data Protection Agreement, which is incorporated by reference into these Terms. We may revise these Terms or our Data Protection Agreement at any time, by publishing revised versions on our Website. Each time you access or use the Services after being notified of a change to these Terms or our Data Protection Agreement, you are confirming that you have read, understand and agree to be bound thereby. Since these Terms are binding upon you, we recommend you read through and become thoroughly familiar with each such amendment. If you are acting on behalf of an entity, these Terms constitute a binding agreement between Edvo and that entity, and you acknowledge, warrant and represent that you have the legal authority to bind such entity and its affiliates to these Terms. In such event, the terms “you”, “your” or “yours” shall mean you personally and/or the entity on whose behalf you are acting.

THE SERVICES

The Services (as such term is defined below) we provide to you, are being furnished via our website, directly and over multiple virtual methods or media, including communication and interaction with you through skype, Facebook, via telephone, using internet groups, through social media channels, email, text or any other medium (as applicable). All communication between you and Edvo, regardless of the medium used, are subject to these Terms. We refer to all of the e-communication media described above, as “Media”.

Subject to the terms of these Terms, Edvo will, from time to time and in its discretion, provide you with filtered information and data (the “Data”) regarding potential Candidates to be considered for one or more specific Open Positions (the “Services”).

To receive the Services, you shall be required to submit information regarding each Open Position, using our designated webpage. In order to provide the Services, we may need to perform one or more of the following tasks with respect to each Open Position: (i) conduct interviews with the relevant hiring managers and human-resource staff in your organization, and define, together with such relevant persons, the initial role description of such Open Position; (ii) create and deploy applicable automated assessment tests for the Open Position over several third-party platforms we use (e.g. Facebook) and using our proprietary software (the “Assessment Tests”); (iii) publish the Open Position in the relevant third-parties hiring platforms we use, to collect Candidates (the “Hiring Platforms”), and thereafter, filter the relevant resumes submitted for such Open Position and invite the relevant Candidates to undergo an Assessment Test; and (iv) with respect to each relevant Candidate, generate applicable profile summary, which includes non-binding evaluation regarding each Candidate and additional details we deem to be reasonably required (the “Candidate Profile”).

Our process prioritizes Employers that provide quick responses and is optimized better when feedback is provided. This will require you to do all of the following, as promptly as possible: (i) review the Candidate Profile provided to you; (ii) provide us with timely feedback regarding potential suitability to the Open Position; (iii) attend all scheduled interviews with minimum rescheduling; (iv) flag Candidate Profiles to our appropriate hiring managers and interviewers, ahead of any interview or interaction; and (vi) keep interview cycles as short and effective as possible and always provide the Candidate with feedback and final resolution with respect to his/her application.

You are not obligated to provide access to your hiring managers and human-resource teams, nor are you obligated to provide the above information, feedback or assistance. However, if all or part of such access, information, feedback and/or assistance were denied, it may have adverse effect on our ability to provide the Services.

If you have resolved to engage any Candidate, you undertake to provide Edvo with information regarding any offer letter provided by you or on your behalf to the Candidate (including his/her salary and other benefits).

CONTRIBUTED MATERIAL

Edvo may, from time to time, offer to you to participate and take part in sessions, events, photoshoots, video sessions, live video streams, audio recordings, podcasts, blog interviews and/or other documented activities conducted by Edvo and/or its contractors and/or affiliates (including any events co-hosted by Edvo), and/or to contribute similar materials which you or persons on your behalf have created or received (herein collectively, the “Contributed Materials”). For removal of any doubt, Contributed Materials may include, without limitation, your writings, photographs or videos of you and/or your working environment, logos or trademarks you use or own, recordings of your voice, and/or written materials. For clarity, “you” means you or anyone related to you, including your shareholders, directors, officers, employees, service providers, contractors, clients and/or affiliates.

It is your choice whether to participate in any activities in which Contributed Materials will be created by Edvo and its contractors or affiliates, and/or to contribute to Edvo any Contributed Materials you have created or received license to use. In the event that you choose to accept Edvo’s offer to participate in the creation of, or to contribute, any Contributed Materials, you represent to Edvo that (i) you have obtained any and all necessary consents and releases from any applicable employee and/or third-party photographed or recorded in the Contributed Materials, and have made so in compliance with any applicable law (including any privacy law), (ii) you agree, and have obtained the consent of the foregoing, that Edvo may use and exploit the Contributed Materials and for various purposes, including, but not limited to, to promote Edvo the Services, to promote any Open Position you wish to fill, and for any other reason or purpose, and (iii) you understand and agree that Edvo may also publish, post, repost, use, alter, modify or take any other action in connection with the Contributed Materials. To the extent required by any applicable law, you hereby irrevocably and unconditionally give Edvo the right to exploit the Contributed Materials in accordance with the foregoing.

USE

You may use the Services for the sole purpose of locating applicable Candidates for your Open Positions. You may not use the Services to locate Candidates for any third-party. Edvo reserves all other rights. If you comply and agree to be bound by these Terms (including the Data Protection Agreement), you have the right to use the Services; otherwise you may not use the Services, in whole or in part.

RESTRICTIONS

Without derogating from the generality of the foregoing, we stress that you may not: (a) use the Services if you are acting on behalf of a placement or employment agency or entity; (b) use the Services if your age is less than 18 years old, or if you have not reached the age of majority where you live, if that is more than 18 years of age; © work around any technical limitations of the Services; (d) modify, reverse engineer or otherwise alter the Services; (f) use the Services in any way prohibited by law, regulation, governmental order or decree or if you are not in full compliance with the terms of the Third-Party Policies (as such term is defined below); (g) use the Services to: (i) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others; (ii) engage in activity that is false or misleading, or that is harmful to you, others, Edvo or the Services (e.g., transmitting viruses, communicating hate speech, or advocating violence against others); (iii) share inappropriate content, advertising, spam, spyware or malware; (iv) gain (or attempt to gain) unauthorized access to any service, data, account or network by any means; (v) infringe upon the rights of others; (vi) use the Services anywhere other than over the Media or where Edvo has actively made it available; or (vii) remove, modify, or tamper with any notice or link that is incorporated into the Services; (h) interfere with or disrupt the integrity or performance of any Service or third-party data contained therein; (i) attempt to gain unauthorized access to the Services or its related systems or networks and/or to any Candidate Profile; (j) use the Services in order to build a competitive product or service or to benchmark with any products or services offered by Company.

Without derogating from the other provisions of these Terms or the rights of Edvo pursuant thereto or any applicable law, any use of the Services in breach of these Terms, and/or any use that in Edvo’s exclusive judgment threatens the security, integrity or availability of the Services, may result in immediate suspension of the Services.

You represent, covenant and warrant that you will use the Services only in compliance with Edvo’s standard published policies in effect and all applicable laws and regulations. You agree to indemnify and hold harmless Edvo against any damages, losses, liabilities, settlements and expenses (including but not limited to costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from your use of Services. Although we have no obligation to monitor your use of the Services, we may do so and may prohibit any use of the Services we believe may be (or alleged to be) in violation of the foregoing.

USER ACCOUNT

Some activities offered via the Services, including submission of Open Positions, require you to have an account with us. When setting up and maintaining your account, you must provide accurate and complete information, including a valid email address. You have complete responsibility for your account and everything that happens in your account, including for any harm or damage (to us or anyone else) caused by someone using your account without your permission. You undertake not to share your account credentials with any third party. You must notify us immediately upon learning that someone else may be using your account without your permission (or if you suspect any other breach of security) by contacting our support team at contact@edvo.com.

You can terminate your account at any time by emailing to: contact@edvo.com

COMPLIANCE WITH THIRD-PARTIES TERMS

Edvo uses the Media, as well as third party infrastructure, to communicate with you and to provide the Services. The Media and such infrastructure are owned and operated by third party entities such as Facebook Inc., Slack Technologies Limited, Skype, LinkedIn, GoDaddy, Gmail, Mail365, your mobile network operator and others. Edvo facilitates such Media and infrastructure through user accounts, designated APIs and SDKs to run, present, maintain and make the Services available (collectively, “Third-Party Providers”). Before you login and exploit the Media and infrastructure to use the Services, several Third-Party Providers will request your consent and agreement to Third-Party Policies. You must provide such acceptance before you use the Services and you must always comply with the terms of such Third-Party Policies. Edvo is not responsible for the content of such Third-Party Policies, or for the compliance of such Third-Party Providers with any law or regulation. Edvo is also not responsible for how these Third-Party Providers use your information.

YOUR INFORMATION

To provide the Services, Edvo will need to obtain information about you, including information that is required to fill the Open Position. Subject to the terms of the Data Protection Agreement and the Third-Party Policies, You grant Edvo an irrevocable, worldwide, assignable, sub-licensable right and license to use any content and information that you submit or transmit via the Services, or that is transferred from the Media to Edvo, as necessary for Edvo to provide the Services to you. Information obtained from you is subject to these Terms (including to our Data Protection Agreement), but may also be subject to the terms of use and privacy policies of any Third-Party Provider (“Third-Party Policies”). We encourage you to review any legal document provided by the Third-Party Providers, and in particular to learn how Third-Party Providers use and share your information with other third parties, such as Edvo.

INTELLECTUAL PROPERTY RIGHTS

You acknowledge and agree that: (a) the Services contain proprietary and confidential information of Edvo and its licensors, such that is protected by applicable intellectual property and other laws, and (b) Edvo and its licensors own all rights, titles and interests in and to the Services, their content, trademarks, marks, service marks, symbols, icons, logos, shapes and designs, including and without limitation, all Intellectual Property Rights therein, © with regard to Contributed Materials which you have provided to Edvo, you shall maintain ownership of such material, and you hereby grant to Edvo and its licensors the irrevocable, perpetual right to use, exploit, edit, alter, change and publish such Contributed Materials, and (d) with regard to Contributed Materials originated by Edvo, Edvo shall own all right, title and interest in all such materials. “Intellectual Property Rights” means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide.

You grant to Edvo a nonexclusive, nontransferable license to use your trademarks, marks, service marks, symbols, icons, logos solely in connection with the provision by Edvo of the contracted services in conjunction with Edvo’s use of any Contributed Materials and for the purpose of presenting you as a client of Edvo on Edvo’s website or other Media.

You agree that you will not, and will not allow any third party, to: (a) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Services or content that may be presented or accessed through the Services for any purpose; (b) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Services; © use the Services to access, copy, transfer, transcode or retransmit content in violation of any law or third party rights; or (d) remove, obscure, or alter Edvo’s or any of its licensors’ copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Services.

These Terms do not convey to you an interest in or to the Services, but only a limited right of use of the Services, revocable in accordance with the terms and conditions of these Terms. Nothing in these Terms constitutes a waiver on behalf of Edvo of any Intellectual Property Right.

EDVO MAY RECORD ANY AND ALL CORRESPONDENCE BETWEEN EDVO AND YOU. BY CORRESPONDING WITH EDVO YOU ACKNOWLEDGE AND AGREE THAT YOUR WRITINGS, VIDEO, VOICE AND OTHER APPEARANCES MAY BE RECORDED BY EDVO, IN ITS SOLE AND ABSOLUTE DISCRETION. WITHOUT DEROGATING FROM THE ABOVE PROVISIONS, AND TO THE MAXIMUM EXTENT REQUIRED UNDER ANY APPLICABLE LAW, YOU HEREBY GRANT EDVO A ROYALTY-FREE, SUBS-LICENSABLE, TRANSFERABLE, PERPETUAL, IRREVOCABLE, NON-EXCLUSIVE, UNRESTRICTED, WORLDWIDE RIGHT AND LICENSE TO USE, COPY, MODIFY, TRANSMIT, SELL, EXPLOIT, CREATE DERIVATIVE WORKS FROM, DISTRIBUTE, AND/OR PUBLICLY PERFORM OR DISPLAY SUCH RECORDINGS, IN WHOLE OR IN PART, IN ANY MANNER OR MEDIUM, NOW KNOWN OR HEREAFTER DEVELOPED, FOR ANY PURPOSE.

EDVO FEES; PAYMENT

Currently, Edvo charges no fees with respect to the Services. This may change in the future, and in such event – these Terms will be amended.

You should be aware, that Edvo may (in its sole and absolute discretion) charge Candidates for services rendered to them, including, and without limitation, if such Candidates are placed with you.

TERMINATION

If Edvo believes that you are making unauthorized use of the Services or that you are otherwise in violation of these Terms, it may suspend or terminate your access to Services, with or without notice, and without derogating from its rights herein or under law. Such action may result in a loss of your Data. Without derogating from the foregoing, Edvo may terminate or suspend the Services (for you, or for all or several Employers using the Services), with or without reason or notice as it deems necessary or appropriate.

SUPPORT SERVICES

Edvo does not provide any support services.

DISCLAIMER

The Services are provided “as is”, “with all faults and errors” and “as available”. You bear the risk as to its quality and performance. Edvo gives no express, implied and statutory warranties, guarantees, or conditions in relation to the Services. Statutory warranties of any kind, including, but not limited to, warranties of merchantability, fitness for a particular purpose, non-infringement or otherwise, as well as any warranties regarding security, reliability, timeliness, accuracy, and performance of the Services, are also expressly disclaimed, to the fullest extent permitted by law. Without derogating from any of the aforesaid, you acknowledge and agree that Edvo is not and shall not be responsible for the availability of the Media or any Third-Party Providers’ infrastructure or services, nor shall Edvo be responsible or liable for any damage caused to you due to any act or omission on behalf of such Third-Party Providers or your use of their services or from your use of the Services. For removal of any doubt, Edvo does not warrant or make any representations regarding the use or the results of the use of the Services or materials made available by Edvo in terms of their correctness, accuracy, timeliness, reliability or otherwise.

LIMITATION OF LIABILITY

The Services are provided to you free of charge. Under no circumstances shall Edvo be liable to you for any damage or loss, including, and without limitation, for direct, indirect, incidental, punitive, exemplary, special, consequential or exemplary damages (including loss of use, data, business or profits), resulting from any aspect of your use of the Services, including, without limitation, damages that may arise from use or misuse or reliance or inability to use the Services or arise out of any error or bug therein, and/or damages that may arise from the interruption, suspension, modification, alteration, or termination of the Services - with respect to all - whether such liability arises from a claim based upon contract, tort or otherwise, and whether Edvo has been advised of the possibility of such damages.

IF YOU ARE A CALIFORNIA RESIDENT, YOU EXPRESSLY AND VOLUNTARILY WAIVE ANY AND ALL RIGHTS AND BENEFITS CONFERRED UPON YOU BY THE PROVISIONS OF SECTION 1542 OF THE CALIFORNIA CIVIL CODE WHICH PROVIDES AS FOLLOWS: “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 RELEASED PARTY”

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

INDEMNIFICATION

You undertake to indemnify and hold harmless Edvo and its subsidiaries, affiliates, officers, directors and employees, from and against any and all liability, losses, claims, damages and expenses, including but not limited to reasonable attorney’s fees and costs of litigation, caused as a result or in relation to your breach of these Terms and/or your use of the Services.

GOVERNING LAWS AND JURISDICTION

Other than explicitly provided herein, these Terms (including the Data Protection Agreement) shall be treated as though executed and performed in the State of California and shall be governed by and construed in accordance with the laws of the State of California (without regard to conflict of law principles). Application of the United Nations Convention on Contracts for the International Sale of Goods is excluded from these Terms. Additionally, application of the Uniform Computer Information Transaction Act (UCITA) is excluded from these Terms. Any claim that you may have with respect to these Terms must first, and before taking any other legal action, be submitted to Edvo in the form of a complaint (to: contact@edvo.com), to enable the parties to resolve the claim in a friendly and effective manner.

In the event of a dispute arising out of or related to these Terms that cannot be resolved amicably between the parties, the dispute shall be resolved through binding arbitration, conducted in the State of California, City of Los Angeles, by a sole arbitrator in the English language, and in accordance with the rules and procedures set forth by American Arbitration Association (“AAA”). The sole arbitrator shall be appointed by agreement of the parties. In the event the parties are unable to agree upon the appointment of the sole arbitrator within thirty (30) days after a notice of arbitration is given by either party to the other, then the arbitrator shall be selected and appointed by the AAA. The arbitration award and/or determination shall be final and binding and judgment may be entered thereon in any court of competent jurisdiction. Notwithstanding the foregoing, Edvo may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction.

ASSIGNMENT

Edvo may assign, at its sole discretion, these Terms (including, for removal of doubt, the Data Protection Agreement), or any of its rights and/or obligations hereunder and/or thereunder, to any third party, without giving you prior notice and without your consent. In any event of assignment as aforesaid, all the provisions of these Terms shall apply to the assigned party, mutatis mutandis.

SURVIVING SECTIONS

The Sections titled “Disclaimer”, “Limitation of Liability “Indemnification”, “Intellectual Property Rights”, “Edvo Fees; Payment” and “Governing Law and Jurisdiction” and the other provisions herein that preserve Edvo’s rights in and with respect to the Services will survive any termination or expiration of these Terms.

TECHNOLOGY AND EXPORT RESTRICTIONS

The Services, and any derivatives thereof, available to you, are subject to the export laws and regulations of the United States and other jurisdictions. In particular, but without limitation, the Services may not be exported or re-exported (a) into (or to a national or resident of) any U.S. embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Services, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.

ENTIRE AGREEMENT

These Terms (including the Data Protection Agreement) are the entire agreement between you and Edvo and replace any prior agreement of understanding between you and Edvo in relation to the Services. Any waiver of any provision of these Terms, will be effective only if in writing and signed by the waiving party.


Last Updated: September 16, 2019