This agreement is a contract between Projjix, Inc., a California corporation (“Projjix,” the “company,” “we,” or “us”) and you (“you” or “consultant”) who agree to its terms and conditions by clicking the “I AGREE” checkbox when registering on our website. This agreement governs your use of the website at www.projjix.com (the “website”) and transactions conducted through the website.
We help companies find the right talent for projects, and we help you find the right opportunities to use your talents and experience.
We and you, intending to be bound, agree as follows:
You will be a consultant available through the website. You represent and warrant that you have the skills and experience that you specify now or in the future on or through the website.
We rely on you and the companies that register with us to accurately describe themselves and their projects. But we do not warrant the accuracy of any of that information. We do not warrant companies’ ability to pay or the quality or legality of the projects or jobs they offer.
You promise not to use any device, software, or routine intended to damage or interfere with the proper working of the website or any transaction being conducted on our site, or to surreptitiously intercept or expropriate any system, data, or personal information from the website.
You are solely responsible for information that you make available on or through our website, including but not limited to your resume, biography, and work history.
You promise that, when working as our employee or independent contractor, you will not accept any project or assignment that would put you at risk of having a conflict of interest.
Unless Projjix and you enter into a written employment agreement, you are an independent contractor with respect to all matters arising out of this agreement and you will not be considered the employee, agent, or partner of Projjix, and Projjix will not be considered your employer, agent, or partner. As an independent contractor, you acknowledge, represent, and warrant that:
This agreement will continue until terminated by Projjix or you as provided for in this paragraph. If you breach any term of this agreement, Projjix may terminate this agreement immediately without prior notice. Either party may terminate this agreement at any time for any reason or for no reason by giving the other party written notice of termination.
Your use of the website is governed by the terms of this agreement and the Projjix Privacy Policy (“Privacy Policy”), which is incorporated by reference into this agreement in its entirety, and we suggest that you review the Privacy Policy and print a copy for yourself. The Privacy Policy is posted on the website and may be updated from time to time. If at any time you are not in compliance with the Privacy Policy, we have the right to terminate your rights of use and access to the website and to terminate this agreement.
You will keep in confidence and not distribute or disclose any user identification, password, authorization codes, or similar verification identifiers that you use on the website. You authorize us to disclose your user identification to government authorities, law enforcement agencies, or third parties upon subpoena, and you authorize us to disclose information that we believe, in our sole discretion, is required by law.
In the course of your work as an independent contractor of Projjix, you may acquire confidential information that may include, but is not limited to, software, source code, ideas, concepts, know-how, techniques, operations, programs, facilities, financial information, business directions, market plans, prospective and existing customer names, and other technical or business information of Projjix or of Projjix’s clients (collectively, “Confidential Information”). You will:
The website and all intellectual property rights related to the website, including but not limited to copyrights, trademarks, and service marks are owned or licensed by us, and all right, title and interest in the website and the related intellectual property rights remain our property. You will not reproduce, reverse engineer, decompile, disassemble, or modify the website or create derivative works of the website or any related intellectual property, including any services provided via the website. Certain content available on the website may be licensed from third parties. All such third-party content and all intellectual property rights related to that content belong to the respective third parties. You may not remove any copyright, trademark, or other intellectual property or proprietary notice or legend contained in the website.
You represent and warrant that your use of the website will not violate any law or regulation of the United States of America or any law or regulation of any other relevant jurisdiction. You represent and warrant that (i) you are not a resident national of, or, an entity located in Cuba, Iran, Sudan, Burma (Myanmar), Democratic Republic of the Congo, North Korea, Syria, or any other country subject to economic sanctions imposed by the government of the United States of America (ii) you are not currently and have never been listed as a Specially Designated National by the United Stated Department of Treasury’s Office of Foreign Assets Control ("OFAC"); and (iii) you will not use the website in connection with any “prohibited transaction” as defined under the Cuban Assets Control Regulations, 31 C.F.R. Part 515; Iranian Transactions Regulations, 31 C.F.R. Part 560; or Sudanese Sanction Regulations, 31 C.F.R. Part 538; Former Liberian Regime of Charles Taylor Sanctions Regulations, 31 C.F.R. Part 593; Burmese Sanctions Regulations, 31 C.F.R. Part 537; Foreign Assets Control Regulations as they relate to North Korea, 31 C.F.R. Part 500; Executive Order 1338; or any other law, regulation or executive order of the United States of America.
THE SERVICES WE PROVIDE UNDER THIS AGREEMENT ARE PROVIDED "AS IS" AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESSED OR IMPLIED, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE QUALITY, IDENTITY, OR RELIABILITY OF ANY CONSULTANT, COMPANY, OR THIRD PARTY, OR AS TO THE ACCURACY OF THE POSTINGS MADE ON THE WEB SITE BY ANY CONSULTANT, THIRD PARTY, OR COMPANY.
You agree to hold harmless and indemnify Projjix, its affiliates, employees, contractors, and agents for any and all liability arising from your violation of any non-discrimination, employment, tax, or other federal or state statutes, regulations, or common law. You agree to defend, hold harmless and indemnify Projjix, its affiliates, employees, contractors and agents from and against any and all losses, costs, expenses, damages or other liabilities incurred by Projjix arising from any cause of action, claim, suit, or proceeding brought by a third party against Projjix in connection with your use of the website or related services including any payment obligations incurred through use of our services. We will be entitled to participate in such defense through our own counsel at our own cost and expense. Projjix agrees to (a) notify you in writing promptly after learning of any such claim; (b) turn over to you all responsibilities and control with respect to such claim; and (c) reasonably cooperate with you in the defense thereof.
PROJJIX WILL NOT BE LIABLE TO YOU, ANY COMPANY, OR ANY OTHER CONSULTANT FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES PURSUANT TO THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
If you have a dispute with one or more companies, you release us (and our agents and employees) from claims, demands, and damages (actual, consequential, and punitive) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with the website or such dispute. You waive the provisions of any state law limiting or prohibiting a general release.
YOU HEREBY WAIVE CALIFORNIA CIVIL CODE §1542 (AND ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION) WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
We are not liable for any loss of data or transactions resulting from delays, non-deliveries, mis-deliveries, or service interruptions caused by us, any third party acts, the acts of any web services, provider or problems with the Internet infrastructure and networks external to the website. The limitations of liability provided in this agreement inure to our benefit and the benefit of our affiliates, and all of our respective officers, directors, employees, attorneys, and agents.
We have the right to transfer or assign this agreement and the rights and obligations hereunder to any other person or entity without your consent. You do not have the right to assign or transfer this agreement or any rights hereunder to any other person or entity without our prior written consent. This agreement will be binding upon and will inure to the benefit of the successors and permitted assigns of the parties.
This agreement and your use of the website and the services offered under this agreement will be governed in all respects by the laws of California, without regard to conflict of laws provisions and will not be governed by the United Nations Convention on the International Sale of Goods. You submit to jurisdiction and venue in the state and federal courts located in the California, Orange County, and further agree that any cause of action you may bring arising under your use of the website will be brought by you exclusively in a state or federal court located in California, Orange County.
This agreement contains the entire agreement between the parties and supersedes any prior agreement, negotiation, or understanding of the parties with respect to the subject matter of this agreement. This agreement may not be modified or amended except in a writing signed by a duly authorized representative of both parties.
If any provision of this agreement is held to be invalid or unenforceable, such provision will be struck and the remaining provisions enforced. Headings are for reference purposes only. Failure of either party to act or exercise its respective rights under this agreement upon the breach of any of the terms of this agreement by the other party will not be construed as a waiver of such a breach.
Neither party to this agreement will be responsible for the failure to perform or any delay in performance of any obligation under this agreement due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions beyond the reasonable control of such party.
This agreement is a contract between Projjix, Inc., a California corporation (“Projjix,” the “company,” “we,” or “us”) and you (“you” or “company”) who agree to its terms and conditions by clicking the “I AGREE” checkbox when registering on our website. This agreement governs your use of the website at www.projjix.com (the “website”) and transactions conducted through the website.
We help companies find the right talent for projects, and we help consultants find the right opportunities to use their talents and experience.
We and you, intending to be bound, agree as follows:
By registering to use the website, you represent and warrant that the information you supply through the website to us or to any other user of the site is accurate and true.
We rely on you to accurately describe your company and your projects and we rely on registered consultants to accurately describe themselves and their experience. But we do not warrant the accuracy of any of that information. We do not warrant companies’ ability to pay or the quality or legality of the projects or jobs they offer. We do not guaranty the accuracy of information supplied by any company or consultant. You are solely responsible for information that you make available on or through our website.
You promise not to use any device, software, or routine intended to damage or interfere with the proper working of the website or any transaction being conducted on our site, or to surreptitiously intercept or expropriate any system, data, or personal information from the website. You promise not to use the website to recruit consultants directly without paying our service fees.
Each party is an independent contractor with respect to all matters arising out of this agreement and you will not be considered the employee, agent, or partner of Projjix, and Projjix will not be considered your employer, agent, or partner.
This agreement will continue until terminated by Projjix or you as provided for in this paragraph. If you breach any term of this agreement, Projjix may terminate this agreement immediately without prior notice. Either party may terminate this agreement at any time for any reason or for no reason by giving the other party written notice of termination.
Your use of the website is governed by the terms of this agreement and the Projjix Privacy Policy (“Privacy Policy”), which is incorporated by reference into this agreement in its entirety, and we suggest that you review the Privacy Policy and print a copy for yourself. The Privacy Policy is posted on the website and may be updated from time to time. If at any time you are not in compliance with the Privacy Policy, we have the right to terminate your rights of use and access to the website and to terminate this agreement.
You will keep in confidence and not distribute or disclose any user identification, password, authorization codes, or similar verification identifiers that you use on the website. You authorize us to disclose your user identification to government authorities, law enforcement agencies, or third parties upon subpoena, and you authorize us to disclose information that we believe, in our sole discretion, is required by law.
In the website, you may acquire confidential information that may include, but is not limited to, software, source code, ideas, concepts, know-how, techniques, operations, programs, facilities, financial information, business directions, market plans, prospective and existing customer names, and other technical or business information of Projjix or of Projjix’s clients (collectively, “Confidential Information”). You will:
The website and all intellectual property rights related to the website, including but not limited to copyrights, trademarks, and service marks are owned or licensed by us, and all right, title and interest in the website and the related intellectual property rights remain our property. You will not reproduce, reverse engineer, decompile, disassemble, or modify the website or create derivative works of the website or any related intellectual property, including any services provided via the website. Certain content available on the website may be licensed from third parties. All such third-party content and all intellectual property rights related to that content belong to the respective third parties. You may not remove any copyright, trademark, or other intellectual property or proprietary notice or legend contained in the website.
You agree that, for as long as you use the website and for a year after you terminate this agreement and stop using the website, you will not solicit for use as an agent or independent contractor any person that you found or identified through your use of the website or through any other services of Projjix. This paragraph does not preclude you from hiring any person who, without your direct solicitation, responds to an employment opportunity that you broadcast to the general public (for example, via newspaper, magazine, television broadcast, internet, etc.).
You represent and warrant that your use of the website will not violate any law or regulation of the United States of America or any law or regulation of any other relevant jurisdiction. You represent and warrant that (i) you are not a resident national of, or, an entity located in Cuba, Iran, Sudan, Burma (Myanmar), Democratic Republic of the Congo, North Korea, Syria, or any other country subject to economic sanctions imposed by the government of the United States of America (ii) you are not currently and have never been listed as a Specially Designated National by the United Stated Department of Treasury’s Office of Foreign Assets Control ("OFAC"); and (iii) you will not use the website in connection with any “prohibited transaction” as defined under the Cuban Assets Control Regulations, 31 C.F.R. Part 515; Iranian Transactions Regulations, 31 C.F.R. Part 560; or Sudanese Sanction Regulations, 31 C.F.R. Part 538; Former Liberian Regime of Charles Taylor Sanctions Regulations, 31 C.F.R. Part 593; Burmese Sanctions Regulations, 31 C.F.R. Part 537; Foreign Assets Control Regulations as they relate to North Korea, 31 C.F.R. Part 500; Executive Order 1338; or any other law, regulation or executive order of the United States of America.
THE SERVICES WE PROVIDE UNDER THIS AGREEMENT ARE PROVIDED "AS IS" AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESSED OR IMPLIED, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE QUALITY, IDENTITY, OR RELIABILITY OF ANY CONSULTANT, COMPANY, OR THIRD PARTY, OR AS TO THE ACCURACY OF THE POSTINGS MADE ON THE WEB SITE BY ANY CONSULTANT, THIRD PARTY, OR COMPANY.
You agree to hold harmless and indemnify Projjix, its affiliates, employees, contractors, and agents for any and all liability arising from your violation of any non-discrimination, employment, tax, or other federal or state statutes, regulations, or common law. You agree to defend, hold harmless and indemnify Projjix, its affiliates, employees, contractors and agents from and against any and all losses, costs, expenses, damages or other liabilities incurred by Projjix arising from any cause of action, claim, suit, or proceeding brought by a third party against Projjix in connection with your use of the website or related services including any payment obligations incurred through use of our services. We will be entitled to participate in such defense through our own counsel at our own cost and expense. Projjix agrees to (a) notify you in writing promptly after learning of any such claim; (b) turn over to you all responsibilities and control with respect to such claim; and (c) reasonably cooperate with you in the defense thereof.
PROJJIX WILL NOT BE LIABLE TO YOU, ANY OTHER COMPANY, OR ANY CONSULTANT FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES PURSUANT TO THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
If you have a dispute with one or more consultants, you release us (and our agents and employees) from claims, demands, and damages (actual, consequential, and punitive) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with the website or such dispute. You waive the provisions of any state law limiting or prohibiting a general release.
YOU HEREBY WAIVE CALIFORNIA CIVIL CODE §1542 (AND ANY ANALOGOUS LAW IN ANY OTHER APPLICABLE JURISDICTION) WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
We are not liable for any loss of data or transactions resulting from delays, non-deliveries, mis-deliveries, or service interruptions caused by us, any third party acts, the acts of any web services, provider or problems with the Internet infrastructure and networks external to the website. The limitations of liability provided in this agreement inure to our benefit and the benefit of our affiliates, and all of our respective officers, directors, employees, attorneys, and agents.
We have the right to transfer or assign this agreement and the rights and obligations hereunder to any other person or entity without your consent. You do not have the right to assign or transfer this agreement or any rights hereunder to any other person or entity without our prior written consent. This agreement will be binding upon and will inure to the benefit of the successors and permitted assigns of the parties.
This agreement and your use of the website and the services offered under this agreement will be governed in all respects by the laws of California, without regard to conflict of laws provisions and will not be governed by the United Nations Convention on the International Sale of Goods. You submit to jurisdiction and venue in the state and federal courts located in the California, Orange County, and further agree that any cause of action you may bring arising under your use of the website will be brought by you exclusively in a state or federal court located in California, Orange County.
This agreement contains the entire agreement between the parties and supersedes any prior agreement, negotiation, or understanding of the parties with respect to the subject matter of this agreement. This agreement may not be modified or amended except in a writing signed by a duly authorized representative of both parties.
If any provision of this agreement is held to be invalid or unenforceable, such provision will be struck and the remaining provisions enforced. Headings are for reference purposes only. Failure of either party to act or exercise its respective rights under this agreement upon the breach of any of the terms of this agreement by the other party will not be construed as a waiver of such a breach.
Neither party to this agreement will be responsible for the failure to perform or any delay in performance of any obligation under this agreement due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions beyond the reasonable control of such party.