User Agreement

Effective on August 20, 2020

 

The Forkaia ecosystem is the workplace of the future; a distributed network of clients, agencies, contractors, and employees all working together to become more successful. Our mission is to connect the world’s up and coming talent to allow them to be more productive and successful. Our services are designed to promote economic opportunity for our members by enabling you and other professionals to meet, exchange ideas, learn, and find opportunities or employees, work, and make decisions in a network of trusted relationships.

Table of Contents:

  • Introduction

  • Obligations

  • Rights and Limits

  • Disclaimer and Limit of Liability

  • Termination

  • Governing Law and Dispute Resolution

  • General Terms

  • Forkaia “Dos and Don’ts”

  • Complaints Regarding Content

  • NDA

  • How To Contact Us

1. Introduction

1.1 Contract

When you use our Services you agree to all of these terms. Your use of our Services is also subject to our Privacy Policy, which covers how we collect, use, share, and store your personal information.

You agree that by clicking “Join Now”, “Join Forkaia”, “Sign Up” or similar, registering, accessing or using our services (described below), you are agreeing to enter into a legally binding contract with Forkaia (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 “Join Now” (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.

 

Services

This Contract applies to Forkaia.com, Forkaia-branded apps, Forkaia Academy and other Forkaia-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 Forkaia” and “Share with Forkaia” plugins. Registered users of our Services are “Members” and unregistered users are “Visitors”.

 

Forkaia

You are entering into this Contract with Forkaia Corporation (also referred to as “we” and “us”).

Forkaia Corporation 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 Members and Visitors.

As a Visitor or Member of our Services, the collection, use and sharing of your personal data is subject to this Privacy Policy (which includes our Cookie Policy and other documents referenced in this Privacy Policy) and updates.

1.2 Members and Visitors

When you register and join the Forkaia Services, you become a Member. If you have chosen not to register for our Services, you may access certain features as a “Visitor.”

1.3 Change

We may make changes to the Contract.

We may modify this Contract, our Privacy Policy and our Cookies Policy from time to time. If we make material changes to it, we will provide you notice through our Services, or by other means, to provide you the opportunity to review the changes before they become effective. We agree that changes cannot be retroactive. If you object to any changes, you may close your account. Your continued use of our Services after we publish or send a notice about our changes to these terms means that you are consenting to the updated terms as of their effective date.

2. Obligations

2.1 Service Eligibility

Here are some promises that you make to us in this Contract:

You’re eligible to enter into this Contract and you are at least our “Minimum Age.”

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

“Members who were below this new Minimum Age when they started using the Services under a previous User Agreement which had allowed certain persons under 16 to use the Services, may continue to use the Services. As of June 2017 persons under the age of 16 are not eligible to use our Services.”

” (described below) or older; (2) you will only have one Forkaia account, which must be in your real name; and (3) you are not already restricted by Forkaia 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 Forkaia 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

You will keep your password a secret.

You will not share an account with anyone else and will follow our rules and the law.

Members are account holders. You agree to: (1) use a strong password and keep it confidential; (2) not transfer any part of your account (e.g., connections) and (3) 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 (e.g. Recruiter seat bought by your employer), 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.

2.3 Payment

You’ll honor your payment obligations and you are okay with us storing your payment information. You understand that there may be fees and taxes that are added to our prices.

Refunds are subject to our policy.

If you buy any of our paid Services (“Premium Services”), you agree to pay us the applicable fees and taxes and to additional terms specific to the paid Services. Failure to pay these fees will result in the termination of your paid Services. Also, you agree that:

Your purchase may be subject to foreign exchange fees or differences in prices based on location (e.g. exchange rates).

We may store and continue billing your payment method (e.g. credit card) even after it has expired, to avoid interruptions in your Services and to use to pay other Services you may buy.

If you purchase a subscription, your payment method automatically will be charged at the start of each subscription period for the fees and taxes applicable to that period. To avoid future charges, cancel before the renewal date. Learn how to cancel or suspend your Premium Services.

All of your purchases of Services are subject to Forkaia’s refund policy.

We may calculate taxes payable by you based on the billing information that you provide us at the time of purchase.

You can get a copy of your invoice through by emailing support@forkaia.com

2.4 Notices and Messages

You’re okay with us providing notices and messages to you through our websites, apps, and contact information. If your contact information is out of date, you may miss out on important notices.

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.

2.5 Sharing

When you share information on our Services, others can see, copy and use that information.

Our Services allow messaging and sharing of information in many ways, such as your profile, articles, group posts, links to news articles, job postings, messages and Glip messages. Information and content that you share or post may be seen by other Members, Visitors or others (including off of the Services). 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 Forkaia connections, restricting your profile visibility from search engines, or opting not to notify others of your Forkaia profile update). For job searching activities, we default to not notifying your connections network or the public. So, if you apply for a job through our Service or opt to signal that you are interested in a job, our default is to share it only with the job poster.

We are not obligated to publish any information or content on our Service and can remove it with or without notice.

3. Rights and Limits

You and Forkaia agree that if content includes personal data, it is subject to our Privacy Policy.

You and Forkaia agree that we may access, store, process and use any information and personal data that you provide in accordance with, the terms of the Privacy Policy and your choices (including settings).

By submitting suggestions or other feedback regarding our Services to Forkaia, you agree that Forkaia 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 Forkaia 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. Forkaia may be required by law to remove certain information or content in certain countries.

3.2 Service Availability

We may change or end any Service or modify our prices prospectively.

We may change, suspend or discontinue any of our Services. We may also modify our prices effective prospectively upon reasonable notice to the extent allowed under the law.

We don’t promise to store or keep showing any information and content that you’ve posted. Forkaia is not a storage service. You agree that we have no obligation to store, maintain or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law and as noted in our Privacy Policy.

3.3 Other Content, Sites and Apps

Your use of others’ content and information posted on our Services, is at your own risk.

Others may offer their own products and services through our Services, and we aren’t responsible for those third-party activities.

By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. Forkaia generally does not review content provided by our Members or others. You agree that we are not responsible for others’ (including other Members’) content or information. We cannot always prevent this misuse of our Services, and you agree that we are not responsible for any such misuse. You also acknowledge the risk that you or your organization may be mistakenly associated with content about others when we let connections and followers know you or your organization were mentioned in the news. Members have choices about this feature.

Forkaia may help connect Members offering their services (career coaching, accounting, etc.) with Members seeking services. Forkaia does not perform nor employs individuals to perform these services. You must be at least 18 years of age to offer, perform or procure these services. You acknowledge that Forkaia does not supervise, direct, control or monitor Members in the performance of these services and agree that (1) Forkaia is not responsible for the offering, performance or procurement of these services, (2) Forkaia does not endorse any particular Member’s offered services, and (3) nothing shall create an employment, agency, or joint venture relationship between Forkaia and any Member offering services. If you are a Member offering services, you represent and warrant that you have all the required licenses and will provide services consistent with our Professional Community Policies.

Similarly, Forkaia may help you register for and/or attend events organized by Members and connect with other Members who are attendees at such events. You agree that (1) Forkaia is not responsible for the conduct of any of the Members or other attendees at such events, (2) Forkaia does not endorse any particular event listed on our Services, (3) Forkaia does not review and/or vet any of these events, and (4) that you will adhere to these terms and conditions that apply to such events.

3.4 Limits

We have the right to limit how you connect and interact on our Services.

Forkaia reserves the right to limit your use of the Services, including the number of your connections and your ability to contact other Members. Forkaia reserves the right to restrict, suspend, or terminate your account if you breach this Contract or the 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.

Forkaia reserves all of its intellectual property rights in the Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. Forkaia, logos and other Forkaia trademarks, service marks, graphics and logos used for our Services are trademarks or registered trademarks of Forkaia.

3.6 Automated Processing

We use data and information about you to make relevant suggestions to you and others.

We use the information and data that you provide and that we have about Members 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

This is our disclaimer of legal liability for the quality, safety, or reliability of our Services.

FORKAIA AND ITS AFFILIATES MAKE NO REPRESENTATION OR WARRANTY ABOUT THE SERVICES, INCLUDING ANY REPRESENTATION THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, AND PROVIDE THE SERVICES (INCLUDING CONTENT AND INFORMATION) ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, FORKAIA AND ITS AFFILIATES DISCLAIM ANY IMPLIED OR STATUTORY WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF TITLE, ACCURACY OF DATA, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

4.2 Exclusion of Liability

These are the limits of legal liability we may have to you.

TO THE FULLEST EXTENT PERMITTED BY LAW (AND UNLESS FORKAIA HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT OVERRIDES THIS CONTRACT), FORKAIA, INCLUDING ITS AFFILIATES, WILL NOT BE LIABLE IN CONNECTION WITH THIS CONTRACT FOR LOST PROFITS OR LOST BUSINESS OPPORTUNITIES, REPUTATION (E.G., OFFENSIVE OR DEFAMATORY STATEMENTS), LOSS OF DATA (E.G., DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YOUR INFORMATION OR CONTENT) OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES.

FORKAIA AND ITS AFFILIATES WILL NOT BE LIABLE TO YOU IN CONNECTION WITH THIS CONTRACT FOR ANY AMOUNT THAT EXCEEDS (A) THE TOTAL FEES PAID OR PAYABLE BY YOU TO FORKAIA FOR THE SERVICES DURING THE TERM OF THIS CONTRACT, IF ANY, OR (B) US $1000.

4.3 Basis of the Bargain; Exclusions

The limitations of liability in this Section 4 are part of the basis of the bargain between you and Forkaia and shall apply to all claims of liability (e.g., warranty, tort, negligence, contract and law) even if Forkaia or its affiliates has been told of the possibility of any such damage, and even if these remedies fail their essential purpose.

These limitations of liability do not apply to liability for death or personal injury or for fraud, gross negligence or intentional misconduct, or in cases of negligence where a material obligation has been breached, a material obligation being such which forms a prerequisite to our delivery of services and on which you may reasonably rely, but only to the extent that the damages were directly caused by the breach and were foreseeable upon conclusion of this Contract and to the extent that they are typical in the context of this Contract.

5. Termination

We can each end this Contract, but some rights and obligations survive.

Both you and Forkaia 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 Services;

Sections 4, 6, 7, and 8.2 of this Contract;

Any amounts owed by either party prior to termination remain owed after termination.

You can visit our Cockpit to abort and close your account.

6. Governing Law and Dispute Resolution

In the unlikely event we end up in a legal dispute, you and Forkaia agree to resolve it in California courts using California law.

This section shall not deprive you of any mandatory consumer protections under the law of the country to which we direct Services to you, where you have your habitual residence. 

You and Forkaia agree that the laws of the State of California, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Contract and/or the Services. You and Forkaia both agree that all claims and disputes can be litigated only in the federal or state courts in Santa Clara County, California, USA, and you and Forkaia each agree to personal jurisdiction in those courts.

7. General Terms

Here are some important details about the Contract.

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 Forkaia 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 Forkaia 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. Forkaia “Dos and Don’ts”

8.1. Dos

Forkaia 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. 

8.2. Don’ts

You agree that you will not:

  • Create a false identity on Forkaia, 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 Forkaia;

  • 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 Forkaia, 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 word “Forkaia” or our logos in any business name, email, or URL except as provided in the Brand Guidelines;

  • 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 Forkaia without our express consent (e.g., representing yourself as an accredited Forkaia trainer);

  • Rent, lease, loan, trade, sell/re-sell or otherwise monetize the Services or related data or access to the same, without Forkaia’s consent;

  • Deep-link to our Services for any purpose other than to promote your profile or a Group on our Services, without Forkaia’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.

  • Be disrespectful, create office, ecosystem or online politics and be negative or toxic to the Forkaia company culture

  • Post anything misleading, inaccurate, unsupported, false and/or slanderous about Forkaia any any online review sites 

9. Complaints Regarding Content

Contact information for complaint about content provided by our Members.

We respect the intellectual property rights of others. We require that information posted by Members 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 Members.

 

10. Confidentiality and Non-Disclosure 

This Confidentiality and Nondisclosure Agreement (the "Agreement") is entered into by Forkaia and the user for the purpose of their on-going business and educational relationship. Disclosing Party and Receiving Party (collectively, the “Parties”) agree to enter into a confidential relationship with respect to the disclosure of certain proprietary and confidential information ("Confidential Information").

1.   Definition of Confidential Information. For purposes of this Agreement, "Confidential Information" means all of the following, whether intangible or embodied or depicted in tangible form, including without limitation, documents, emails, instant messages, text messages, contracts, correspondence, faxes, tapes, CD-Roms, USB flash drives, SIM cards, photographs, other format of embodying information or data:

A. Private and confidential information which is not generally known to the public or readily ascertainable by proper means by others and is subject to reasonable efforts to maintain its secrecy pertaining to Disclosing Party; 

B. The existence and substance of any verbal or written communications, interactions, meetings, encounters, contacts, financial transactions, and relationships between or among Disclosing Party and Receiving Party, including descriptions of their content, substance or meaning, the fact that they occurred, and the identities of the participants; 

C. Any trade secrets, know-how, computer programs in both source code and object code form and any rights relating thereto, information relating to any actual or proposed product, development, technology, technique, process or methodology and any improvement, advancement or modification thereto, any sales, promotional or marketing plans, programs, techniques, practices or strategies, any expansion plans (including existing and entry into new geographic and/or product markets), any operational and management guidelines, any corporate policies, any cost, pricing or other financial data and projections, the identity and background of any customer, prospect or supplier and any other information which is to be treated as confidential because of any obligation owed by the Parties to a third party; and

D. This Agreement, its negotiations, and its terms.

2.   Exclusions from Confidential Information. Receiving Party's obligations under this Agreement do not extend to information that is: (a) publicly known at the time of disclosure or subsequently becomes publicly known through no fault of the Receiving Party; (b) discovered or created by the Receiving Party before disclosure by Disclosing Party; (c) learned by the Receiving Party through legitimate means other than from the Disclosing Party or Disclosing Party's representatives; or (d) is disclosed by Receiving Party with Disclosing Party's prior written approval.

3.   Obligations of Receiving Party. Receiving Party shall hold and maintain the Confidential Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party. Receiving Party shall not, without prior written approval of Disclosing Party, use for Receiving Party's own benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of Disclosing Party, any Confidential Information. Receiving Party shall return to Disclosing Party any and all records, notes, and other written, printed, or tangible materials in its possession pertaining to Confidential Information immediately if Disclosing Party requests it in writing.

4.   Time Periods. The nondisclosure provisions of this Agreement shall survive the termination of this Agreement and Receiving Party's duty to hold Confidential Information in confidence shall remain in effect until the Confidential Information no longer qualifies as Confidential Information or until Disclosing Party sends Receiving Party written notice releasing Receiving Party from this Agreement, whichever occurs first.

5.  Remedies, Liquidated Damage, Attorneys’ Fees.

A. Remedies. Receiving Party acknowledges that the Confidential Information has unusual and extraordinary value, and that the breach of any provision of this Agreement by Receiving Party will cause Disclosing Party great and irreparable harm, for which remedies available at law are inadequate. Therefore, without the necessity of proving actual damages or posting any bond, Disclosing Party shall be entitled to injunctive and other equitable relief, including, but not limited to, specific performance, to prevent a breach, continued breach or threatened breach of this Agreement. No remedy or election hereunder shall be deemed exclusive but shall be cumulative with all other remedies available at law or in equity.

B. Liquidated Damages. Receiving Party agrees to pay to Disclosing Party liquidated damages in the amount of $5,000 for each unauthorized disclosure or circumvention. The amount of such liquidated damages is agreed by the Parties as a reasonable amount to compensate Disclosing Party for losses to be incurred in the event of beach of this Agreement.

C. Attorneys’ Fees. If any litigation or other legal proceeding relating to this Agreement occurs between the Parties, the prevailing party shall be entitled to recover (in addition to any other relief awarded or granted) its costs and expenses, including attorneys’ fees and costs incurred in such litigation or proceeding.

6.   Arbitration, Venue, and Choice of Law. In any dispute under this Agreement, the Parties agree to submit their dispute to binding arbitration.  The Arbitration shall be conducted pursuant to the Judicial Arbitration and Mediation Services (“JAMS”) rules by a JAMS Arbitrator selected by either the Parties or, if they cannot agree, pursuant to the JAMS rule.  This Agreement shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any choice of law or conflict of law provisions. The Parties consent to the exclusive venue in Los Angeles, California.

7.   Severability. If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to effect the intent of the Parties.

8.   Integration. This Agreement expresses the complete understanding of the Parties with respect to the subject matter and supersedes all prior proposals, agreements, representations and understandings. This Agreement may not be amended except in a writing signed by both parties.

9.   Waiver. The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.

 

11. How To Contact Us

For general inquiries, you may contact support@forkaia.com - we’ll be happy to assist you.

 

 

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