Term and condition

Home Term and condition

Welcome to the Clidiem website, (referred to as "Site"). These General Terms of Service are a legal agreement (the "Agreement") between Clidiem.com, ("Clidiem", "we", "us" or "our"), and you and any person or organization for which you act that has a Clidiem account (the "Customer"). Please read and review the following terms of service. These terms are a expressly written to govern your use of Clidiem.com, including any content, functionality and services provided on or through the website www.clidiem.com or its related domains and subdomains.

Customer acknowledges and agrees that the following terms of service, which are incorporated by reference into the Clidiem Subscription Agreement entered into between Customer and Clidiem, shall govern Customer’s access to and use of the service provided by a registered account with Clidiem (the "Service") for the entirety of the Customer's time registered with Clidiem ("Term").

Clidiem's not involved in actual transactions between recruiters, employers, candidates, and/or other third parties. Clidiem therefore has no control over the quality, safety, legality, the truth or accuracy of the Site's content. Clidiem assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Site.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page each time you access this Website so you are aware of any changes, as they are binding on you.

Passwords and Access

All Customers shall be responsible for any and all activities that occur under Customer’s User accounts. Customer is solely responsible for maintaining the security and confidentiality of all User usernames and passwords. Clidiem is entitled to treat all communications that are identified by means of such usernames and passwords as authorized by Customer. Customer shall notify Clidiem immediately of any unauthorized use of any Service username or password or account or any other known or suspected breach of security.

Information Required from Customers

Customer shall provide Clidiem with complete and accurate billing and contact information as Clidiem may reasonably require for use of the Service. This information shall include Customer’s legal company name, street address, e-mail address, and name and telephone number of an authorized billing contact, as well as the name, user name and password of the designated Support Contact and the designated Account Contact.

Third Party Software and Providers

Customer agrees to use third party software for use of the Service, as is necessary for optimal usage of the Service. Customer agrees that Clidiem is not responsible for notifying Customer of any changes, enhancements, or errors to any such software. Similarly, certain third party providers, some of which may be listed on Clidiem's web site, offer products and services related to the Services that work in conjunction with the Service, such as the exchange of data with the Service or providing additional functionality within the user interface of the Service through the use of the Service’s application programming interface. Clidiem does not warrant any such third party providers or any of their products and services, whether or not such products or services are deemed partnered or working in conjunction with Clidiem. Any exchange of data or other interaction between Customer and a third party provider, and any purchase by Customer of any product or service offered by such third party provider is solely between Customer and such third party provider.

External Links and Third Party Data

Throughout the Customer's use of the Service, there may be various external links to other World Wide Web sites or sources. Clidiem has no control over these sites and therefore does not take any responsibility for the content, products, or endorsements of those sites. Furthermore, Customer agrees that Clidiem cannot be held responsible for any and all third party information that may be provided to Customer through the use of the Service.

Transmission of Data

Customer understands that electronic communication is necessary for Customer’s use of the Service. Customer consents to Clidiem's receipt and storage of electronic communications and/or Customer Data and Customer acknowledges that Customer’s electronic communications will involve transmission over the Internet and over various other networks that are not owned or operated by Clidiem. Customer agrees that Clidiem is not responsible for any electronic communications or Customer Data which are delayed, lost altered, intercepted or stored without authorization during the transmission of any data whatsoever across networks not owned or operated by Clidiem, including, without limitation, the Internet.

User Support

Clidiem will make professional and reasonable efforts to ensure the Customer has access to support in the event of Customer questions, concerns, or website errors. Customer may reach the support team at info@clidiem.com.

User Contact Information

Clidiem reserves the right to contact its users through professionally commercial means for the purposes of marketing their services and products, promotional offers, or general management and usage updates. For such purposes, Clidiem may solicit contact information from users upon registration (such as name, phone, email and mail address information) and may retain such information during and after the Term.

Unlawful Submission of Objectionable Matter

Customer shall not submit to the Service any material that is illegal, inaccurate, defamatory, indecent or obscene, threatening, infringing upon any third party proprietary rights, endangering the personal privacy of any individual, or otherwise objectionable (collectively “Objectionable Matter”). Customer will be responsible to ensure that its Users do not submit any Objectionable Matter and will be responsible for the actions of its Users. Clidiem may, at its own discretion, accept lawful pertinent information from its users. Customer and Customer’s Users will comply with all applicable laws regarding Customer Data, use of the Service and the Content, including laws involving private data and any applicable export controls. Clidiem reserves the right to remove any Customer Data that constitutes Objectionable Matter or violates any Clidiem rules regarding appropriate use, but is not obligated to do so.

Ownership and Limited License to Customer Data

Clidiem and its partners/suppliers retain all rights in the Service and Content. The Agreement grants no ownership rights to Customer. No license is granted to Customer except as to access and use the Service as expressly stated in the Agreement. The Clidiem name, the Clidiem logo, and the product names, service names, and branding associated with the Service are trademarks of Clidiem or third parties, and they may not be used without Clidiem's prior written consent.

Subject to the terms and conditions of the Agreement, Customer grants to Clidiem a non-exclusive license to use, copy, store, transmit and display Customer Data to the extent reasonable to provide and maintain the Service for Customer’s use. Clidiem will use commercially reasonable security measures to protect Customer Data against unauthorized disclosure or use.

Professional Services

Customer may retain Clidiem to perform professional services by registration on its website using the outlined terms agreed upon by both parties. Clidiem will use reasonable efforts to carry out these Services as agreed upon and to provide any resulting functionality in the Service made available online to Customer and Customer’s Users. Unless otherwise agreed in writing, the Services and the results thereof are made available “AS IS.” Unless otherwise agreed in writing, the Services are provided by Clidiem in exchange for applicable rates and subject to such deposit or advance payment as Clidiem may require. Invoices for the Services are payable within 15 days of invoice date. Access to the results of the Services will be available as part of the Service during the Term unless otherwise agreed in writing. Customer agrees that it will communicate with Clidiem's technical staff through Customer’s Support Contact by contacting info@clidiem.com.

Your Content and Submissions

If you submit material to the Site, unless we indicate otherwise, you grant us a nonexclusive, royalty-free, and fully sublicensable right to access, view, use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display such material throughout the world in any form, media, or technology now known or hereafter developed. You also permit any other user to view, copy, access, store, or reproduce such material for that user’s personal use. You grant us the right to use the name and other information about you that you submit in connection with such material. You represent and warrant that you own or otherwise control all of the rights to the material that you submit; that the material you submit is truthful and accurate; and that use of the material you supply does not violate this Agreement or any applicable laws.

Comments, feedback, information or materials submitted to Clidiem in association with the Site shall be considered non-confidential and Clidiem's property. By providing such submissions to Clidiem, you agree to assign to Clidiem, at no charge, all worldwide intellectual property rights to the such submissions. Clidiem shall have unrestricted use of the submissions. You acknowledge that you are responsible for all submissions that you provide and that you have full responsibility for the legality and copyright of the submissions.

Warranties Regarding the Service

Clidiem warrants that the Service will perform in all material respects to the functionality as described in applicable online user documentation available upon registration for services and on Clidiem's website. Customer agrees to report material anomalies in writing solely through its Account Contact or Clidiem's Support staff. Clidiem will provide, as Customer’s exclusive remedy, commercially reasonable maintenance to resolve such anomalies. Clidiem's warranty does not extend to third party services or products that are accessed by means of the Service. Clidiem will, however, make reasonable requests on the Customer's behalf for the applicable third party to remedy their products and services in accordance to the agreed upon terms.

Furthermore, each party represents and warrants that it has the legal power and authority to enter into the Agreement. Customer represents and warrants that it has not provided any inaccurate information to identify itself nor to gain access to the Service. The Customer also warrants that the Customer’s billing information is and at all times will be correct according to the terms of the Agreement.

DISCLAIMERS

THE WARRANTIES EXPRESSLY STATED IN THE WARRANTIES ARE THE SOLE AND EXCLUSIVE WARRANTIES OFFERED BY CLIDIEM. THERE ARE NO OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED BY CLIDIEMOR ITS LICENSORS. NEITHER CLIDIEM NOR ITS LICENSORS WARRANT THAT USE OF THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED. CLIDIEM IS NOT RESPONSIBLE FOR SOFTWARE USE BY CUSTOMER OR USERS OR FOR THE OPERATION OR PERFORMANCE OF THE INTERNET OR ANY OTHER NETWORK.

Indemnity

Except as may be limited by applicable law, the Customer agrees to indemnify and hold Clidiem, its vendors and distributors (and their respective officers, directors, employees and representatives) harmless (including payment of reasonable attorney's fees) against any and all liability to third parties arising out of, or in connection with, the Customer's use of the Service, any actions taken by Clidiem pursuant to the Customer's instructions, or their breach of this Agreement.

Limitation of Liability

EXCEPT WITH REGARD TO CUSTOMER’S PAYMENT OBLIGATIONS AND WITH REGARD TO EITHER PARTY’S INDEMNIFICATION OBLIGATIONS, IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY EXCEED THE LICENSE FEES DUE FOR TWELVE (12) MONTH PERIOD MEASURED BY THE MONTHLY PAYMENT OBLIGATION AT THE TIME OF THE EVENT GIVING RISE TO SUCH CLAIM. EXCEPT IN REGARD TO CUSTOMER BREACH OF SECTION 2 OF THE AGREEMENT AND SECTION 2.2, 2.11 OR 2.12 OF THESE TERMS OF SERVICE, IN NO EVENT WILL EITHER PARTY (INCLUDING, AS TO CLIDIEM, ITS LICENSORS) BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE).

Fees

Each Customer shall pay to Clidiem the fees and other charges applicable to the Service , if any, including without limitation monthly service fees, per payment fees, and other special services. Clidiem reserves the right to change the Service Fees from time to time, in its sole discretion. Clidiem will post the revised Service Fees on the Web Site or notify Subscribers by email in advance of the effective date of such changes. If the change in Service Fees is not acceptable, Customer's only solution is to terminate the Service and cancel Customer's account by notifying Clidiem Customer Support prior to the Fee Increase Date. By continuing to use the Service after the Fee Increase Date, the Customer accepts all changes in Service Fees. Service Fees are not refundable.

Payment

The Customer, upon registration for the Service, authorizes Clidiem to debit the designated credit or debit card account (as updated from time to time), or the designated Customer bank account in U.S. Dollars for all Service Fees and applicable Taxes. If Clidiem is unable to debit the Billing Account for any reason, all past due Service Fees and Taxes shall be paid within five (5) business days after written demand. Interest shall accrue on past due amounts at the rate of one and one half percent (1.5%) per month, but in no event greater than the highest rate of interest allowed by law, calculated from the date such amount was due until the date that payment is received. Clidiem shall be entitled to reimbursement for the reasonable costs of collection, including reasonable fees and expenses of attorneys.

Non-Payment Clause

In addition to other applicable remedies, Clidiem reserves the right to suspend or terminate Customer’s access to the Service, terminate the Agreement, and/or withhold Customer Support and all Services, upon 5 days’ email notice, if Customer’s account becomes delinquent or has an overdue unpaid balance. Delinquent invoices are subject to interest of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is less, plus all Clidiem's expenses of collection or enforcement of the Agreement, including reasonable attorneys' fees and court costs. Customer will be charged all applicable fees, including fees for all Users then authorized, during any period of suspension during delinquency. Email notice under the Agreement will be deemed given if addressed to the email address currently on file.

For Ongoing Harm

Customer agrees that Clidiem may, with commercially reasonable notice to Customer, suspend access Customer’s access to the Service if Clidiem reasonably determines that Customer is using the Service to engage in misuse of the service, sending spam or other wanted communication, or using the Service to engage in illegal or unauthorized activity, and/or Customer’s use of the Service is causing immediate, material, and ongoing harm to Clidiem or others.

Clidiem, in its sole discretion, may suspend or terminate Customer’s username and password, account, or use of the Service and/or terminate the Agreement if Customer materially breaches the Agreement and such breach has not been cured within 5 business days of notice of such breach.

Handling of Customer Data In The Event Of Termination

In the event that the Agreement is terminated (for any reason), Clidiem will make available one backup of the Customer Data. Customer agrees and acknowledges that Clidiem has no obligation to retain said Customer Data, and may delete such Customer Data that remains more than 60 days after termination.

Modification of Terms of Service

Clidiem may amend these Terms of Service in its discretion by providing 30 days’ advance notice to Customer’s Support Contact

Publicity

Customer consents to Clidiem's disclosure of the fact that Customer is a paying customer of Clidiem and Clidiem may, during the term, list Customer’s name and logo and optimal review on Clidiem's website.

Entire Agreement

The Terms of Use constitutes the sole and entire agreement between you and Clidiem with respect to the Website and use of Services. This agreement supersedes all prior and contemporaneous oral understandings, agreements, and contracts with respect to the Website. For the avoidance of doubt, the terms of a separate subscription agreement entered into by and between you and the Company shall govern to the exclusion of these Terms of Use where applicable.

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