Terms and Conditions
Last Updated on March 10, 2020
- Acceptance of Terms and Conditions.
THESE TERMS AND CONDITIONS (THIS “AGREEMENT”) ARE A LEGALLY BINDING AGREEMENT BETWEEN YOU AS THE USER OF THE WEBSITE (“YOU” OR “YOUR”) AND MURDOCK MARTELL, INC. (“WE”, “US”, OR “COMPANY”), THE OWNER AND OPERATOR OF HTTPS://MURDOCKMARTELL.COM/ (THE “WEBSITE”). THIS AGREEMENT STATES THE TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE WEBSITE. BY ACCESSING AND USING THE WEBSITE, YOU ARE INDICATING THAT YOU ACCEPT AND AGREE TO COMPLY WITH THIS AGREEMENT. IF YOU DO NOT ACCEPT THIS AGREEMENT, YOU ARE NOT PERMITTED, AND YOU MUST NOT, ACCESS OR USE THIS WEBSITE. YOUR USE OF THIS WEBSITE AND ANY SERVICES AND MATERIAL PROVIDED ON OR THROUGH THIS WEBSITE IS SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.
- Content; User Submitted Materials and Website Use; Restrictions on Use
All information, content, text, words, images, logos, graphics, interfaces, icons, audio, video sounds, data compilations, downloads, software and other material or content displayed on or made available through the Website, including through download, use of, or logging onto this Website through any applicable submission, application, or account (collectively, “Content”), is the property of the Company and protected by United States and international copyright and other laws.
- User Submitted Materials:
The Website includes functionality to enable You to upload Your resume and/or other employment/career-related information, and may also enable You to submit comments and materials through interactive features such as message boards, “Contact Us” pages and other forums, and chatting, commenting and other messaging functionality (collectively, all resumes, cover letters, employment/career information and materials, comments or messages, and any other documents or information submitted by You are “Submitted Materials”). Except as otherwise stated herein, You retain ownership of your Submitted Materials. You hereby grant the Company a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to You or any third party, to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use and exploit such Submitted Materials, in any format or media now known or hereafter developed, and for any purpose (including promotional purposes, such as testimonials).
In addition, if you provide to us any ideas, proposals, suggestions or other materials (“Feedback”), whether related to the Website or otherwise, such Feedback will be deemed Submitted Materials, and You hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited and without restriction, and does not place the Company under any fiduciary or other obligation.
You represent and warrant that You have all rights necessary to grant the licenses granted in this section, and that Your Submitted Materials, and Your provision thereof through and in connection with the Website, are complete and accurate, and are not fraudulent, tortious or otherwise in violation of any applicable law or any right of any third party. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding any and all Submitted Materials that You may have under any applicable law under any legal theory.
We may (but has no obligation to) screen, monitor, evaluate and remove any Submitted Materials at any time and for any reason, or analyze Your access to and use of the Website. We may disclose information regarding Your access to and use of the Website, and the circumstances surrounding such access and use, to anyone for any reason or purpose.
- Use of Website
Subject to Your compliance with this Agreement, the Company hereby grants You a limited, personal, revocable, non-transferable, non-sublicensable, and non-exclusive license to access and make personal and non-commercial use of the Website and Content. You may not copy, modify, reproduce, retransmit, publicly display or perform, distribute or otherwise use the Content except as expressly set forth in this Agreement. You may not remove any copyright or other proprietary notices from any Content. If You breach any term of this Agreement, Your authorization to use the Website and Content automatically terminates without notice to You. All rights not expressly granted to You in this Agreement are reserved and retained by the Company.
- Restrictions on Use
You hereby represent and warrant that You will not, and will not induce or encourage any third-party to: (a) attempt to disable or circumvent any security mechanisms used by the Website or otherwise attempt to gain unauthorized access to any portion of the Website or any other systems or networks connected to the Website, or to any server of Company or its third-party service providers, by hacking, password “mining,” or any other illegal or unlawful means; (b) use any “deep-link,” “page scrape,” “robot,” “spider,” or other automatic device, program, algorithm or methodology, or any comparable manual process, to access, acquire, copy or monitor any portion of the Website or any Content; (c) use any device, software or routine to interrupt or interfere with, or attempt to interrupt or interfere with, the proper operation and working of the Website or with any other person’s use of the Website; (d) track or seek to trace any information on any other person who visits the Website; use the Website or Content for, or in connection with, any illegal purpose, to solicit, facilitate, encourage, condone, or induce any illegal activity, or as otherwise prohibited by this Agreement or applicable laws, rules or regulations; (e) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of any proprietary software used to provide or maintain the Website or any Content or that is otherwise applicable to the Website or any Content; (f) remove, obscure or alter any legal notices, including without limitation notices of intellectual property rights appearing in or on the Company’s proprietary information or any materials delivered to You by Company; or (g) reproduce, distribute, display, modify or make derivative uses of the Company’s proprietary information or the Content, or any portion thereof (except for any Content for which You have been given written permission), except as expressly provided herein.
- User Duties
You agree not to post on or transmit to the Website or otherwise provide to Company any Submitted Materials or other material that:
- is unlawful; libelous; harmful; threatening; abusive; harassing; defamatory; vulgar; obscene;
- sexually explicit; profane; hateful; racially, ethnically or otherwise objectionable in any manner;
- is an advertisement or promotion for any product or service that is not an approved product or service of Company;
- is false, misleading, or constitutes an unfair or deceptive trade practice;
- promotes the use of alcohol, tobacco, or any illegal substance;
- constitutes a breach of Your contractual and/or fiduciary obligations or an invasion of privacy;
- infringes on any third-party patent, trademark, trade name, corporate name, trade secret, copyright, publicity, or other proprietary or property rights;
- is false or misleading; or
- contains viruses, Trojan horses, worms or other code, scripts, routines, files or programs designed to alter, interrupt, impede, limit or destroy the performance and/or functioning of any software, hardware or other equipment.
- Intellectual Property.
You hereby acknowledge and agree that the Company or its licensors own, control or possess all legal right, title and interest in and to the Website and all Content, including but not limited to any copyrights, trademark rights, patent rights, moral rights, and other intellectual property and/or proprietary rights therein, whether such rights are registered or unregistered, and wherever in the world those rights may exist. Your use of the Website and access to the Content does not grant or otherwise confer to Your ownership of any kind in the Website or any Content that You may access on or through this Website. Unauthorized use is strictly prohibited.
- Reliance on Information Posted.
The information contained on the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance You place on such information is strictly at Your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by You or any other visitor to the Website, or by anyone who may be informed of any of its contents.
This Website may include content provided by third-parties, including but not limited to employers providing Us with job descriptions in connection with any job post opening. All statements and/or opinions expressed in or by such content, including all articles and responses to questions and other material, other than the Content provided by the Company, are solely the opinions and the responsibility of the party providing such content or material. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to You or any third-party, for the content or accuracy of any materials provided by any third parties.
- Third-Party Websites; Indemnification.
- Third-Party Websites
- Third-Party Websites
You hereby agree to defend, indemnify, and hold the Company and each of its officers, directors, shareholders, employees, agents, contractors, successors and assigns (“Indemnitees”), harmless from and against any and all losses, liabilities, damages, and/or claims (including, without limitation, attorney’s fees and costs) arising from:
- Your use of the Website, Submitted Materials, and any Content appearing on the Website;
- a breach of this Agreement by You, Your employees or agents;
- a breach of any applicable law by You, Your employees or agents; and
- any action against the Company by a third-party as a consequence of any of the above.
- Disclaimer of Warranties.
The Company cannot and does not represent or warrant that the Website, its server or any service will be error-free, uninterrupted, free from unauthorized access (including third-party hackers or denial of service attacks), or otherwise meet Your requirements. The Website will occasionally experience outages, during which You and other users will not be able to login, view or operate our Website. We do not represent or warrant that the Website and all Content is free of viruses or other harmful components and expressly disclaim and shall not be liable for damages of any kind arising from the use or unavailability of the Website, including any viruses or other harmful components or content that may reside on or emanate from the Website or Your use or access of the Website.
THE WEBSITE, CONTENT, MATERIAL, PRODUCTS AND SERVICES ARE FURNISHED TO YOU “AS IS” AND WITHOUT WARRANTIES, REPRESENTATIONS OR CONDITIONS, STATUTORY OR OTHERWISE, OF ANY KIND. THE COMPANY, ON BEHALF OF ITSELF AND ITS AFFILIATES, LICENSORS, SUPPLIERS AND THIRD-PARTY SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES, CONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY THE “COMPANY RELEASED PARTIES”): (A) EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE; (B) DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, CONTENT, MATERIAL, PRODUCTS OR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE WEBSITE OR CONTENT WILL BE TIMELY, UNINTERRUPTED, STABLE OR SECURE; (C) DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, CONTENT, MATERIAL, PRODUCTS OR SERVICES WILL BE ERROR-FREE OR THAT ANY DEFECTS WILL BE CORRECTED; AND (D) DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING THE USE OF THE WEBSITE, CONTENT, MATERIAL, PRODUCTS OR SERVICES IN TERMS OF THEIR ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS OR OTHERWISE. YOUR USE OF THE WEBSITE, CONTENT, MATERIAL, PRODUCTS AND/OR SERVICES IS ENTIRELY AT YOUR OWN DISCRETION AND RISK AND YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE WEBSITE, CONTENT, MATERIAL, PRODUCTS OR SERVICES.
- Limitation of Liability.
IN NO EVENT SHALL ANY COMPANY RELEASED PARTIES BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, PROPERTY DAMAGE, LOSS OF VALUE OF THE PRODUCTS OR CONTENT OR LOSS OF THE USE OF THE PRODUCTS OR CONTENT, WHETHER BASED ON BREACH OF ANY EXPRESS OR IMPLIED WARRANTY OR CONDITION, BREACH OF CONTRACT OR TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY), EVEN IF A COMPANY RELEASED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ADDITIONALLY, IN NO EVENT SHALL COMPANY RELEASED PARTIES BE LIABLE FOR ANY MISTAKES, CONSUMER ALERTS, DEFAMATION, SLANDER, LIBEL, OMISSIONS, FALSEHOODS, OBSCENITY, PORNOGRAPHY OR PROFANITY IN ANY CONTENT, NOR SHALL COMPANY RELEASED PARTIES BE LIABLE FOR ANY STATEMENTS, REPRESENTATIONS OR ANY OTHER INFORMATION OR CONTENT PROVIDED BY ITS USERS IN ANY PUBLIC FORUM, PERSONAL HOME PAGE OR OTHER INTERACTIVE AREA, WHETHER OR NOT PART OF THE WEBSITE.
NOTHING IN THIS AGREEMENT SHALL EXCLUDE OR LIMIT ANY COMPANY RELEASED PARTIES’S LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, SUCH COMPANY RELEASED PARTIES’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
- Digital Millennium Copyright Act.
If You believe that any Content or other material available by means of or through the Website infringes one or more of Your copyrights, or that Your intellectual property rights have otherwise been violated, You must notify Us by providing a written email notice to [email protected]urdockmartell.com (“Notice”). Additionally, You must provide Us with the following information in the Notice: (a) a description of the copyrighted work that Your claim has been infringed; (b) a description of the material on the Website that Your claim is infringing, with enough detail so that We may locate it; (c) a statement by You that You have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (d) a statement by You declaring under penalty of perjury that (i) the above information in Your Notice is accurate, and (ii) that You are the owner or licensee of the copyright interest involved or that You are authorized to act on behalf of that owner; (e) Your address, telephone number, and email address; and (f) the physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest. Company will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (“DMCA”) (including without limitation the counter-notice and put-back procedures). If an infringement Notice is valid, We will take reasonable steps to comply with the DMCA and resolve the issues detailed in any Notice.
If You fail to strictly comply with this Agreement, the Company reserves the right, in its sole discretion, without any notice or liability to You, to (a) terminate Your license to use the Website and access Content; (b) block or prevent Your future access to and use of all or any portion of the Website and any Content; and (c) change, suspend or discontinue any aspect of the Website, the Content or Your user account. In addition, Your license shall terminate immediately, without notice, if You fail to strictly comply with this Agreement. Upon any termination of Your license, You will discontinue use of the Website and any Content and Company proprietary information and, if applicable, delete all copies of the Company proprietary information from Your browser, web servers, servers and any other location where Company proprietary information has been saved. Upon termination of Your license, You will no longer have access to the Website or any of the Content contained thereon.
- Choice of Law; Dispute Resolution; Class Action Waiver.
- Choice of Law
The validity, interpretation, and performance of this Agreement shall be controlled by and construed in accordance with the laws of the State of California without regards to its conflicts of laws principles.
- Choice of Law
- Dispute Resolution/Acknowledgment of, and Agreement to, Arbitration
Except as prohibited by law, any dispute or controversy regarding the enforcement or interpretation of this Agreement will be resolved through binding arbitration under the Comprehensive Arbitration Rules and Procedures of JAMS or pursuant to the JAMS Streamlined Arbitration Rules and Procedures in Santa Clara County, California. THE PARTIES UNDERSTAND THAT BY AGREEING TO ARBITRATE DISPUTES THEY ARE WAIVING ANY RIGHT THEY MIGHT OTHERWISE HAVE TO A JURY TRIAL. This arbitration provision is not intended to modify or limit the right of the parties to seek equitable relief, such as an injunction or attachment, through judicial process, which will not be deemed a waiver of the right to demand and obtain arbitration. EACH PARTY HEREBY CONSENTS TO THE EXCLUSIVE JURISDICTION OF ANY COURT OR JAMS TRIBUNAL IN SANTA CLARA COUNTY TO RESOLVE ANY DISPUTE OR CONTROVERSY ARISING FROM OR RELATING TO THIS AGREEMENT.
- Class Action Waiver
Any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted. Neither You nor Company has the right to act as a class representative or participate as a member of a class of claimants with respect to any claim.
- General Terms.
- Amendment; Modification
The Company may add to, change or remove any part of the Website, including, without limitation, any Content, at any time without prior notice to You. We also reserve the right to modify or otherwise amend this Agreement at any time. When We make changes to the Agreement, We will revise the “Last updated” date at the top of the Agreement and We will notify You of the changes by prominently posting a notice of such changes on the Website and/or by sending You an email. We encourage You to review this Agreement whenever You visit the Website. By continuing to access and use the Website after any such changes have been posted, You are indicating Your acceptance of such changes, even if You have not reviewed the changes.
- Electronic Communications
Whenever You visit our Website or send emails to the Company, You are communicating with Company electronically. For that reason, You also consent to receive communications from the Company electronically. We will communicate with You by email (if You have provided Your email address to Company), by posting notices on our Website or by such other means as We may determine from time-to-time. You agree that all agreements, notices, disclosures, and other communications that We provide to You electronically satisfy any legal requirement that such communications be in writing to the extent permitted by applicable law.
The Company’s failure to exercise, partially exercise or delay in exercising any right or remedy under this Agreement shall not operate as a waiver or estoppel of any right, remedy or condition.
If any provision of this Agreement is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired.
- Entire Agreement
This Agreement, as may be amended from time to time, and any other terms or privacy policies referenced herein, is the entire agreement between You and the Company and supersedes any prior agreement or understanding regarding anything connected to that subject matter.
You may not assign or otherwise transfer Your rights, or delegate Your performance, under this Agreement to a third-party without Company’s prior written consent. Any unauthorized transfer shall be void. Company may assign or transfer its rights or delegate any performance under this Agreement to any third-party in its sole discretion.
- Comments and Concerns
The Website is operated by Murdock Martell, Inc. Any feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: [email protected].