TERMS AND CONDITIONS
Last Updated: January 1, 2020
The Suite is a private career management & networking platform for executives.
You agree that by clicking “Apply Here”, “Apply for membership”, “Sign Up” or similar, registering, accessing or using of our services (described below), you are agreeing to enter into a legally binding contract with The Suite (even if you are using our Services on behalf of a company). If you do not agree to this contract (“Contract” or “User Agreement”), do not click “apply here” (or similar) and do not access or otherwise use any of our Services. If you wish to terminate this contract, at any time you can do so by closing your account and no longer accessing or using our Services.
This Contract applies to TheSuite.io, any of The Suite-branded apps, and other The Suite-related sites, apps, communications and other services that state that they are offered under this Contract (“Services”), including the offsite collection of data for those Services, such as our ads and the “Apply with The Suite” and “Share with The Suite” plugins. Registered users of our Services are “Members” and “Enterprise Partners”.
You are entering into this Contract with The Suite Inc. (also referred to as “we” and “us”). The Suite Inc. will be the controller of your personal data provided to, or collected by or for, or processed in connection with our Services.
This Contract applies to Our Members and Our Enterprise Partners.
We may make changes to the Contract.
2.1 Service Eligibility
The Services are not for use by anyone under the age of 16.
To use the Services, you agree that: (1) you must be the “Minimum Age” (described below) or older; (2) you will only have one The Suite account, which must be in your real name; and (3) you are not already restricted by The Suite from using the Services. Creating an account with false information is a violation of our terms, including accounts registered on behalf of others or persons under the age of 16.
“Minimum Age” means 16 years old. However, if law requires that you must be older in order for The Suite to lawfully provide the Services to you without parental consent (including using of your personal data) then the Minimum Age is such older age.
2.2 Your Account
Users are account holders. You agree to: (1) try to choose a strong and secure password; (2) keep your password secure and confidential; (3) not transfer any part of your account (e.g., connections) and (4) follow the law and our list of Dos and Don’ts and Professional Community Policies. You are responsible for anything that happens through your account unless you close it or report misuse.
As between you and others (including your employer), your account belongs to you. However, if the Services were purchased by another party for you to use, the party paying for such Service has the right to control access to and get reports on your use of such paid Service; however, they do not have rights to your personal account.
If you buy any of our paid Services (“Premium Membership”), you agree to pay us the applicable fees and taxes and to the additional terms, if any, specific to the paid Services. Failure to pay these fees will result in the termination of your paid Services.
We use a third-party payment processing service, Stripe, to process all payments. While we will not store your billing information, Stripe may store this information.
The relevant subscription fees:
-shall be payable in the US dollars;
-are, subject to clause 2.3.3, nonrefundable; and
-are exclusive of any applicable sales tax, which shall be added to the bill at the appropriate rate.
If, for any reason, we are unable to bill your payment instrument or process the payment of the relevant subscription fee within thirty (30) days of the Billing Date, and without prejudice to any of our other rights and remedies:
-we may, without liability to you, disable your The Suite Account and access to all or part of the The Suite and we shall be under no obligation to provide any or all of the The Suite Services; and
-interest shall accrue on a daily basis on such due amounts at an annual rate equal to 3% over the then current base lending rate from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.
If you dispute any charges you must let The Suite know within twenty (20) days after the Billing Date.
We reserve the right to change our prices for Premium Membership in the future. Price changes for existing Paid Subscriptions will take effect at the start of the next subscription period following the date of the price change. If we do change prices, we will provide you with at least one month’s notice of the change on the Website and in an email to you. Your continued use of the The Suite service after the price change becomes effective constitutes your agreement to pay the new price. If you do not agree with a price change, you have the right to reject the change by unsubscribing from the Paid Subscription prior to the price change going into effect.
2.3.1 Automatic Renewal
Your Paid Subscription will automatically renew at the end of every month or year (as applicable, depending on your chosen subscription plan) after the Billing Date, unless you cancel your Paid Subscription in accordance with clause 2.3.3.
2.3.2 Changes to level of Paid Subscription
Changes to your Paid Subscription level, including the reduction or addition of features and limitations on use of the The Suite services, shall take effect immediately and the difference between the amount paid and the new amount will be charged to you at the time of change.
2.3.3 Cancellation of Paid Subscription
You may cancel your Paid Subscription by notifying us at email@example.com or directly through your account settings. The cancellation will take effect the day after the last day of the current subscription period, and you will be downgraded to the Free Service (if applicable). Subject to the below paragraph, you will not receive a refund for subscription fees paid to us.
If you are a consumer residing in the European Union, and do not use the The Suite service for business purposes, you have the right to cancel your Paid Subscription and receive a full refund within fourteen (14) days of purchase.
A copy of your invoice will be sent by email at the time of purchase.
From time to time, The Suite may offer trials of a Paid Subscription for a specified period without payment (the “Trial”). The Suite reserves the right, in its absolute discretion, to determine your eligibility for a Trial, and to withdraw or to modify a Trial at any time without prior notice and with no liability.
For some Trials, The Suite will require you to provide your payment details to start the Trial. At the end of such Trials, we may automatically start to bill you for the Paid Subscription on the first day following the end of the Trial in accordance with clause 2.3. By providing your payment details in conjunction with the Trial, you agree to this charge. If you do not want this charge, you must change your subscription to the Free Service through the site or by notifying us at firstname.lastname@example.org before the end of the Trial.
2.3.5 Money Back Guarantee
If the The Suite Services do not for any reason meet your expectations, you may request that The Suite immediately cancel your Paid Subscription and refund all subscriptions fees paid to The Suite up until that date, provided that:
-you request the refund from The Suite by contacting us at email@example.com within 24 hours after the date the Paid Subscription was initially purchased;
-the subject Paid Subscription is the first Paid Subscription for the The Suite Services you have purchased (including under a different The Suite Account);
-you have fully complied with the terms of the Agreement; and
-you have not upgraded your Paid Subscription.
2.4 Notices and Messages
You agree that we will provide notices and messages to you in the following ways: (1) within the Service, or (2) sent to the contact information you provided us (e.g., email, mobile number, physical address). You agree to keep your contact information up to date.
Please review your settings to control and limit messages you receive from us.
When you share information on our Services, others may be able to see, copy and use that information.
Our Services allow messaging and sharing of information in several ways. Information and content that you share or post may be seen by other Members or Enterprise Partners. Where we have made settings available, we will honor the choices you make about who can see content or information (e.g., message content to your addressees, sharing content only to The Suite connections, restricting your profile visibility from search engines.
We are not obligated to publish any information or content on our Service and can remove it in our sole discretion, with or without notice.
3. Rights and Limits
3.1. Your License to The Suite
You own all of the content, feedback, and personal information you provide to us, but you also grant us a non-exclusive license to it.
We’ll honor the choices you make about who gets to see your information and content, including how it can be used for ads.
As between you and The Suite, you own the content and information that you submit or post to the Services, and you are only granting The Suite and our affiliates the following non-exclusive license:
A worldwide, transferable and sublicensable right to use, copy, modify, distribute, publish, and process, information and content that you provide through our Services and the services of others, without any further consent, notice and/or compensation to you or others. These rights are limited in the following ways:
You can end this license for specific content by deleting such content from the Services, or generally by closing your account, except (a) to the extent you shared it with others as part of the Service and they copied, re-shared it or stored it and (b) for the reasonable time it takes to remove from backup and other systems.
We will get your consent if we want to give others the right to publish your content beyond the Services.
While we may edit and make format changes to your content (such as translating it, modifying the size, layout or file type or removing metadata), we will not modify the meaning of your expression.
Because you own your content and information and we only have non-exclusive rights to it, you may choose to make it available to others.
By submitting suggestions or other feedback regarding our Services to The Suite, you agree that The Suite can use and share (but does not have to) such feedback for any purpose without compensation to you.
You promise to only provide information and content that you have the right to share, and that your The Suite profile will be truthful.
You agree to only provide content or information that does not violate the law nor anyone’s rights (including intellectual property rights). You also agree that your profile information will be truthful. The Suite may be required by law to remove certain information or content in certain countries.
3.2 Service Availability
We may change, suspend or end any Service, or change and modify prices prospectively in our discretion. To the extent allowed under law, these changes may be effective upon notice provided to you.
We may change or discontinue any of our Services. We don’t promise to store or keep showing any information and content that you’ve posted.
3.3 Other Content, Sites and Apps
By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. The Suite generally does not review content provided by our Members or Enterprise Partners. You agree that we are not responsible for others’ (including other Members’ or Enterprise Partners’) content or information. We cannot always prevent this misuse of our Services, and you agree that we are not responsible for any such misuse.
We have the right to limit how you connect and interact on our Services.
The Suite reserves the right to limit your use of the Services, including the number of your connections and your ability to contact other Users. The Suite reserves the right to restrict, suspend, or terminate your account if The Suite believes that you may be in breach of this Contract or law or are misusing the Services (e.g., violating any of the Dos and Don’ts or Professional Community Policies).
3.5 Intellectual Property Rights
We’re providing you notice about our intellectual property rights.
The Suite reserves all of its intellectual property rights in the Services. Using the Services does not give you any ownership in our Services or the content or information made available through our Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. The Suite and other The Suite trademarks, service marks, graphics, and logos used for our Services are trademarks or registered trademarks of The Suite.
3.6 Automated Processing
We use data and information about you to make relevant suggestions to you and others.
We will use the information and data that you provide and that we have about Users to make recommendations for connections, content and features that may be useful to you. For example, we use data and information about you to recommend jobs to you and you to recruiters. Keeping your profile accurate and up-to-date helps us to make these recommendations more accurate and relevant.
4. Disclaimer and Limit of Liability
4.1 No Warranty
TO THE EXTENT ALLOWED UNDER LAW, THE SUITE AND ITS AFFILIATES (AND THOSE THAT THE SUITE WORKS WITH TO PROVIDE THE SERVICES) (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (E.G. WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SERVICE (INCLUDING CONTENT AND INFORMATION) ON AN “AS IS” AND “AS AVAILABLE” BASIS.
SOME LAWS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.
4.2 Exclusion of Liability
TO THE EXTENT PERMITTED UNDER LAW (AND UNLESS THE SUITE HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT OVERRIDES THIS CONTRACT), THE SUITE AND ITS AFFILIATES (AND THOSE THAT THE SUITE WORKS WITH TO PROVIDE THE SERVICES) SHALL NOT BE LIABLE TO YOU OR OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICES (E.G. OFFENSIVE OR DEFAMATORY STATEMENTS, DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YOUR INFORMATION OR CONTENT).
IN NO EVENT SHALL THE LIABILITY OF THE SUITE AND ITS AFFILIATES (AND THOSE THAT THE SUITE WORKS WITH TO PROVIDE THE SERVICES) EXCEED, IN THE AGGREGATE FOR ALL CLAIMS, AN AMOUNT THAT IS THE LESSER OF (A) FIVE TIMES THE MOST RECENT MONTHLY OR YEARLY FEE THAT YOU PAID FOR A PREMIUM SERVICE, IF ANY, OR (B) US $1000.
THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND THE SUITE AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF THE SUITE OR ITS AFFILIATES HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
SOME LAWS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO THESE LIMITS MAY NOT APPLY TO YOU.
You agree to indemnify and hold The Suite harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of or related to: (1) your breach of the Agreements or any one of them; (2) any User Content you post or otherwise contribute; (3) any activity in which you engage on or through the The Suite Services; and (4) your violation of any law or the rights of a third party.
We can each end this Contract anytime we want.
Both you and The Suite may terminate this Contract at any time with notice to the other. On termination, you lose the right to access or use the Services. The following shall survive termination:
-Our rights to use and disclose your feedback;
-Members and/or Visitors’ rights to further re-share content and information you shared through the Service to the extent copied or re-shared prior to termination;
-Sections 4, 6, 7, and 8.2 of this Contract;
Any amounts owed by either party prior to termination remain owed after termination.
6. Governing Law and Dispute Resolution
This Contract is governed by and will be construed and interpreted under the laws of the State of New York. In the unlikely event we end up in a legal dispute, The Suite and you agree to resolve it in New York using New York law. Any controversy or dispute between you and The Suite arising out of or relating to the interpretation, enforcement, or performance under this Contract shall arbitrated in confidential arbitration conducted by JAMS in New York, NY under JAMS Comprehensive Rules. The arbitration shall take place before a panel of one arbitrator. The rules regarding hearsay shall not apply to the arbitration. The arbitrator shall issue a reasoned decision. If the arbitrator determines that a party has generally prevailed in the arbitration proceeding, then the arbitrators shall award to that party their reasonable out-of-pocket expenses related to the arbitration, including filing fees, arbitrator compensation, reasonably attorneys’ fees and other legal costs. The arbitration proceedings and arbitration award shall be maintained by the Parties as strictly confidential, except as is otherwise required by court order or as is necessary to confirm, vacate or enforce an arbitral award and for disclosure in confidence to the parties’ respective attorneys, tax advisors, senior management, and to family members of a party who is an individual. The costs of the arbitration, including the arbitrator’s fees, shall be borne equally by the parties to the arbitration, unless the arbitrator orders otherwise. In connection with an action to confirm, modify, or vacate an arbitral award, the parties’ consent to the personal jurisdiction of the federal and state courts located in New York County, New York. Nothing contained in this provision shall preclude the parties from seeking any equitable or injunctive relief in court of competent jurisdiction. The parties agree that any court proceeding or action or suit shall only be commenced or maintained in either the federal or state courts located in New York County, New York.
7. General Terms
If a court with authority over this Contract finds any part of it unenforceable, you and we agree that the court should modify the terms to make that part enforceable while still achieving its intent. If the court cannot do that, you and we agree to ask the court to remove that unenforceable part and still enforce the rest of this Contract.
This Contract (including additional terms that may be provided by us when you engage with a feature of the Services) is the only agreement between us regarding the Services and supersedes all prior agreements for the Services.
If we don't act to enforce a breach of this Contract, that does not mean that The Suite has waived its right to enforce this Contract. You may not assign or transfer this Contract (or your membership or use of Services) to anyone without our consent. However, you agree that The Suite may assign this Contract to its affiliates or a party that buys it without your consent. There are no third-party beneficiaries to this Contract.
You agree that the only way to provide us legal notice is at the addresses provided in Section 10.
8. The Suite “Do’s and Don’ts”
The Suite is a community of professionals. This list of “Dos and Don’ts” along with our Professional Community Policies limit what you can and cannot do on our Services.
You agree that you will:
-Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
Provide accurate information to us and keep it updated;
-Use your real name on your profile; and
-Use the services in a professional manner.
You agree that you will not:
-Create a false identity on The Suite, misrepresent your identity, create a Member profile for anyone other than yourself (a real person), or use or attempt to use another’s account;
-Develop, support or use software, devices, scripts, robots, or any other means or processes (including crawlers, browser plugins and add-ons, or any other technology) to scrape the Services or otherwise copy profiles and other data from the Services;
-Override any security feature or bypass or circumvent any access controls or use limits of the Service (such as caps on keyword searches or profile views);
-Copy, use, disclose or distribute any information obtained from the Services, whether directly or through third parties (such as search engines), without the consent of The Suite;
-Disclose information that you do not have the consent to disclose (such as confidential information of others (including your employer));
-Violate the intellectual property rights of others, including copyrights, patents, trademarks, trade secrets, or other proprietary rights. For example, do not copy or distribute (except through the available sharing functionality) the posts or other content of others without their permission, which they may give by posting under a Creative Commons license;
-Violate the intellectual property or other rights of The Suite, including, without limitation, (i) copying or distributing our learning videos or other materials or (ii) copying or distributing our technology, unless it is released under open source licenses; (iii) using the words “The Suite” or our logos in any business name, email, or URL;
-Post anything that contains software viruses, worms, or any other harmful code;
-Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology that is not open source;
-Imply or state that you are affiliated with or endorsed by The Suite without our express consent;
-Rent, lease, loan, trade, sell/re-sell or otherwise monetize the Services or related data or access to the same, without The Suite’s consent;
-Deep-link to our Services for any purpose other than to promote your profile, without The Suite’s consent;
-Use bots or other automated methods to access the Services, add or download contacts, send or redirect messages;
-Monitor the Services’ availability, performance or functionality for any competitive purpose;
-Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services;
-Overlay or otherwise modify the Services or their appearance (such as by inserting elements into the Services or removing, covering, or obscuring an advertisement included on the Services);
-Interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms); and/or
-Violate the Professional Community Policies or any additional terms concerning a specific Service that are provided when you sign up for or start using such Service.
9. Complaints Regarding Content
We respect the intellectual property rights of others. We require that information posted by Users be accurate and not in violation of the intellectual property rights or other rights of third parties. We provide a policy and process for complaints concerning content posted by our Users.
If you have any questions, comments or requests regarding the Agreement, please email us at firstname.lastname@example.org.
If you are a California resident, you may have the Agreements mailed to you electronically by sending an email to email@example.com with your email address and a request for the Agreements. In addition, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at 1-800-952-5210 in order to resolve a complaint regarding the service or to receive further information regarding use of the service.