Version 6 Date: October 9, 2017.

Changes in Version 6

• Updated section of fees and pricing to reflect latest changes to pricing and billing options

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Summary of key provisions of the Terms of Service

This summary is provided as a courtesy and does not override the terms of service set out below. In case of a discrepancy between this summary and the terms of service below, the terms of service will be the official documentation of the agreement between day100 and you.

Employers

• Registration is free for employers, but usage of day100 requires subscribing to one of the payment plans. An employer can sign up for the Individual Professional or Enterprise plans which would be billed at a fixed amount per month at the beginning of each month, depending on whether the employer chooses the annual or monthly billing option.
• A free trial of the Professional tier (up to 5 positions) for 14 days may be offered each company at day100's discretion. An extension of the free trial may be offered to companies only at day100's discretion
• Pricing is shown at day100.me/pricing. Please contact us for a quote if you would like to inquire about an Enterprise plan or if you have any questions
• The employer retains the sole authority to decide whom they want to hire and agrees that day100 is not involved in the decision making process
• day100 would like to use the name and logo of employers in support of day100’s branding and marketing efforts

Candidates

• Registration and use of day100 is free for candidates
• Candidates must only provide the information of reference providers whom they know well and with whom they have a pre-existing relationship

Reference providers

• Registration and use of day100 is free for reference providers
• Reference providers are ultimately responsible for the information that they provide and neither day100 nor any employer will assume liability for information provided by any reference provider
• In general, the questions in a typical day100 questionnaire are inherently neutral (no right or wrong answer) and would not ask for any specific information which will require a positive or negative sentiment

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Terms of Service

Welcome to day100, a cloud-based hiring intelligence software platform. These terms of service are an agreement (“Agreement”) between day100, LLC (“day100”), a New York State LLC and you. These terms govern your use of day100.me and all related services, including but not limited to email communication and web/mobile applications (collectively known as “Service”). The terms may apply differently to you based on how you use day100 (either as an employer, candidate or reference provider). If the way you use day100 changes, the terms of service that affect you may also change.

This Agreement creates legally binding terms for your use of the Service - please read it carefully. By accessing or using the Service; registering an account as a candidate, employer or reference provider; by viewing, accessing, uploading or downloading any information or content from or to the Service, you agree that you:

• Represent and warrant that you have read, understood and agreed to be bound by this Agreement;
• Represent and warrant that you are of legal age to enter into this Agreement with day100;
• Are entitled to enter into this Agreement personally or on behalf of the company that you represent, and to bind that company to this Agreement.

If you do not agree with or accept any of these terms, you should stop using the Service immediately.

Agreeing to use our Service means that you also have read, understood and agree to our Privacy Policy found at day100.me/privacy.

These terms and conditions may be changed over time. Users of the Service are advised to regularly review day100.me/terms for possible changes. We will take reasonable efforts to inform all users of changes in terms and conditions as soon as they are changed.

Definitions

1. In addition to terms elsewhere defined in this Agreement and unless differently provided hereby, the following terms and expressions shall have the following meanings:
• “day100”, “us”, “we”, “our(s)” shall refer to our company, day100, and our Service;
• “screening” shall refer to the process that day100 provides to the employers by collecting, aggregating, analyzing and presenting information to them about the candidates in their candidate pool
• “candidate” shall refer to any user of our Service (registered on the Service) for the purpose of being recruited by an “employer” through day100;
• “employer” shall refer to any company / employer that is using our Service for the purpose of recruiting candidate(s);
• “reference provider” shall refer to any user of the Service (registered on the Service) who provides information about their experience working with a candidate who is already a user of our Service
• “Content” shall refer to any piece of information (including but not limited to text, images, video or audio) uploaded, transmitted or submitted through our Service;

Registering with the Service

1. By registering on the Service, you agree:
• to provide true, accurate, current, and complete information about yourself and / or the company you represent as requested during the registration process (“Signup Information”);
• to maintain / update Signup Information in order to keep such information true, accurate, current, and complete;
• that you shall not create an account using a false identity or information, or on behalf of someone other than yourself;
• that you shall not create more than one account;
• that you are responsible for all activities that occur under your account whether or not authorized by you;
• to grant day100 the right to suspend or terminate your account in case there is ground to suspect that uploaded information is untrue, inaccurate, not current, or incomplete;
• that you will not create an account or use the Service if you have been previously removed by day100, or if you have been previously banned from the Service;
• that you are solely responsible for confidentiality of your credentials (username and password);
2. day100 holds the right:
• to request further clarification regarding uploaded information, before approving any given user of the Service. In doing this, we reserve the right to use a third party service such as Github, LinkedIn or Twitter to validate your information and / or confirm your registration;
• to accept or decline any employer, candidate or reference provider that does not have a complete profile or does not meet one or more of the requirements specified by us at any point in time.

How does day100 work?

1. day100 is a cloud-based hiring intelligence software platform. We serve as an intermediary between candidates, reference providers and employers. day100 is not bound by any contractual agreement arising between candidates and employers, whether or not day100 receives some form of remuneration in connection with the transaction.
2. No contractual obligations are created for the candidate, reference provider or the employer through the use of the Service, except in regards to being held to these terms of service.
3. Any information and Content uploaded by candidates, reference providers or employers on the Service will be stored by day100 in our systems in accordance with our Privacy Policy.
4. Once registered on the Service, employers are asked to describe their position including the characteristics and skillsets of their ideal candidate. Employers then have the option to use any of the four available methods (direct application link, batch upload, manual entry, ATS integration) to add candidates to their position. There may be more methods of adding candidates in the future.
5. Once registered on the Service, candidates are asked to provide information about people who know them well and they trust to be their reference providers. Candidates must personally know their reference providers and confirm that they have a pre-existing relationship with them before adding them as reference providers.
6. Once registered on the Service, reference providers are asked to provide information about the candidate(s) that have asked them to provide a reference on their behalf for the position that the candidate is applying for. Reference providers are ultimately responsible for the information that they provide, and both the employer of the position that includes the candidate that the reference provider is providing a reference for and day100 deny any liability for information provided by reference providers. To this effect, reference providers must agree to the following:
• Reference providers must provide true, accurate, current, and complete information about the candidate they are providing a reference for. Reference providers must not make statements that can reasonably be interpreted as either libelous or slanderous.
• Reference providers must not provide any statements that can reasonably be interpreted as being discriminatory against any protected employment class.
7. For the protection of employers, reference providers, candidates and day100, day100 may take the following precautions regarding the information provided, however in no case will day100 assume liability for any information provided by reference providers:
• day100 actively reviews with both automatic and manual methods the information provided by reference providers for possible discriminatory or libelous/slanderous statements and investigates appropriately.
8. After reference providers have provided their references about the candidates, day100 analyzes the information in a variety of automatic and manual methods and uses it to evaluate a match between the candidates and the employer’s position using our model of performance and culture-relevant traits. The information shown to employers is not a recommendation to make an employment decision, and is informational only. The employer retains the sole authority to decide whom they want to hire and agrees that day100 is not involved in the decision making process.

Fees and payment for the Service

1. Registration and use of our Service is free for candidates and reference providers.
2. An employer can sign up for either the Individual, Professional or Enterprise plans which would be billed at a fixed amount per month at the beginning of each month.
3. A free trial of the Professional plan (up to 5 positions) for 14 days may be offered to each company at day100's sole discretion. An extension of the free trial may be offered to employers at day100's sole discretion.
4. Pricing is shown at day100.me/pricing. Please contact us for a quote if you would like to inquire the Enterprise plan or if you have any questions.
5. day100 reserves the right at any time to change its fees (including to begin charging for services that it is currently providing free of charge) and billing methods, either immediately upon posting on the Service or by notification to you. We will make reasonable efforts to inform you prior to implementing any changes.

Use of Employer’s Name and Logo

1. Employer agrees that day100 may use Employer’s name and logo on the Service, if required by day100 for branding.
2. Employer agrees that day100 may use Employer’s name and logo to identify Employer as a customer of day100 on the Service, and as a part of a general list of day100 customers for use and reference in day100 corporate, promotional and marketing materials.

User responsibilities

1. You must, at all times, abide by the terms and conditions of the current Privacy Policy, Terms of Service, and other policies of day100. This includes respecting all intellectual property rights that may belong to third parties, such as trademarks or copyrights.
2. You must not upload or otherwise disseminate any information that may infringe on the rights of others or which may reasonably be deemed to be injurious, violent, offensive, racist, or xenophobic.
3. You agree also not to spam, hack or phish us and/or any User.
4. You will not aggregate, repurpose, republish or otherwise make use of any Content in any medium, including without limitation by any automated or non-automated “scraping”.
5. You must not make use of any services, automated or otherwise, including but not limited to bots, botnets, scripts, apps, plugins, extensions or other automated means to boost the level of activity of your profile beyond what a human could reasonably produce under the same constraints. This includes also attempting to interfere with and compromise system integrity and security.
6. You will not upload invalid or illegal data, viruses, worms or other software agents through the Service.
7. You will not collect and make inappropriate use of any personally identifiable information, including account names, from the Service. You will also not knowingly use our Service to post false or fraudulent information about a company or individual.
8. You will not engage in any form of commercial activity other than that contemplated under this Agreement by using Content acquired by accessing our Service. Similarly, you will not engage in any commercial activity linked to giving access to third parties to your Service access.
9. You agree not to violate any requirements, procedures, policies or regulations of networks connected to day100
10. You agree to not violate any law or regulation, and you are responsible for such violations.
11. You agree not to cause, or aid in, the destruction, manipulation, removal, disabling, or impairment of any portion of our Service, including the de-indexing or de-caching of any portion of our Service from a third party’s website, such as by requesting its removal from a search engine.
12. You will not upload any Content to our Service that includes any third party intellectual property unless you have permission from the owner to use it in the specific manner that you used it.

Our limitations on liability

1. We are not liable for any contractual obligation arising between the candidate and the employer who use our Service.
2. We are not liable for the Content that is posted on our Service. day100 is not liable to third parties for any Content that has been posted or viewed on the Service.
3. We do not currently investigate into candidate’s profiles and backgrounds beyond the level of information that we are provided by the candidates and reference providers. We retain the right to conduct screenings using public information but we shall never be considered liable for failed knowledge of information.
4. We are not required to review any of the information that is uploaded or goes through our Service. We retain the right to remove, review or edit any Content at any time and for any reason without any notice to you or any party affected.
5. We shall not be liable, in any event, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Agreement for any indirect, incidental, special, exemplary, or consequential damages, including without limitation any loss of profits, sales, business, or revenue, loss or corruption of data, information or software, loss of business opportunity, loss of anticipated savings and loss of goodwill.
6. In no event will day100 be liable to a candidate for the greater of day100’s share of
   • the fee paid by the employer or
   • $100, as a result of the candidate’s use on the Service.
7. In no event will day100 be liable to an employer for more than day100’s share of the fees paid by the employer for the first 12 month period during which employer first asserts a claim arising out of or related to a position connecting the employer to a candidate.
8. We shall have no liability to you for any breach of these terms caused by any event or circumstance beyond our reasonable control including, without limitation, strikes, lock-outs or other industrial disputes; breakdown of systems or network access; or flood, fire, explosion or accident.

Intellectual Property Rights

All copyright, trademarks, design rights, patents and other intellectual property rights therein (registered and unregistered) relating to the Service are owned by or licensed to day100, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. day100 reserves all of its rights in and to the Service. Nothing in the Agreement grants you a right or license to use any trademark, design right or copyright owned or controlled by day100 or any other third party except as expressly provided in the Agreement.

Licensing to day100

You hereby grant to day100 a license to use and reuse all or any part of your Content (“Your Content”) specifically with respect to providing the Service described described in this Agreement. While we try to make sure that the Service is secure, we cannot guarantee the security of any information that you supply to us and therefore we cannot guarantee that it will be kept confidential. We may, at our discretion, remove any information that you uploaded on or through the Service. By submitting any Content to us, you hereby represent and warrant that you own all rights to Your Content or, alternatively, that you have the right to give us the license described above. Finally, you represent and warrant that Your Content does not infringe on the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party. You understand that when using the Service you will be exposed to Content from a variety of sources, and that day100 is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content, and that such Content is not the responsibility of day100. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against day100 with respect thereto, and agree to indemnify and hold day100 harmless to the fullest extent allowed by law regarding all matters related to your use of the Service.

Disclaimer of Warranties

1. The materials on day100's Service are provided "as is". day100 makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, day100 does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its Internet website or otherwise relating to such materials or on any sites linked to this site.
2. day100 parties make no warranty, representation or condition that:
• the Service is accurate, up-to-date and free of bugs at all times. Also, we cannot guarantee that the Service will meet your requirements;
• your use of the Service will be uninterrupted, timely, secure or error-free;
• the results that may be obtained from use of the Service will be accurate or reliable;
• any errors in the Service will be corrected.
3. You agree that you are solely responsible for all of your communications and interactions with other users of the Service

Indemnity

You undertake to fully indemnify and hold harmless, us from, against and in respect to any loss, damage, claim, obligation, liability, cost, expense (including, without limitation, attorneys’ and other professional’s fees, costs and expenses, court costs, settlements and disbursement) arising from:

• your use of and access to the Service;
• your violation of any term of this Agreement;
• your violation of any law and regulation;
• your violation of any third party right, including without limitation any copyright, property, or privacy right;
• or any claim that any of Your Content caused damage to a third party. This defense and indemnification obligation will survive this Agreement and your use of the Service.

Communications Decency Act

We are aware that Content uploaded on our Service is user generated and provided by third parties. Since third parties independently upload their Content to our Service, we are not liable for any defamatory Content posted on our Service if published by a third party. Although we may choose to edit or delete any clearly defamatory Content, we are not required to, and we reserve all defenses for such speech made available to us by Section 230 of the Communications Decency Act, applicable statutes, the common law, and the First Amendment to the Constitution of the United States of America.

DMCA Notices

1. day100 respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act of 1998, day100 will respond expeditiously to claims of copyright infringement committed using the Service if such claims are reported to us by contacting us at contact@day100.me.
2. If you believe that Content residing or accessible on or through the Service infringes a copyright, please send a notice of copyright infringement containing the following information:
• identification of the work or material being infringed;
• a description of the location on the Service of the material that you claim is infringing;
• your contact information, including name, address, telephone number, and email address
• a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law
• a statement made under penalty of perjury that the information provided in the notice is accurate and that you are authorized to make the complaint on behalf of the copyright owner
• a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed

Applicable Law

This Agreement shall be governed in all respects, including validity, interpretation and effect, without regard to principles of conflicts of law, by the laws of the State of New York.

Dispute Resolution

1. All disputes between day100 and you arising out of or in relation to this Agreement (including any disputes related to the validity, interpretation or enforceability of this arbitration clause) shall be settled by arbitration under the rules of the State of New York (the “Arbitration Rules”). The arbitral tribunal will consist of 3 (three) arbitrators, regardless of the number of the Parties involved, appointed in accordance with the Arbitration Rules. The Parties agree that, in case each Party appoints its arbitrator, the chairman of the panel will be appointed by the two party-appointed arbitrators. The award may be always challenged for breach of the substantial provisions applicable to the merit of the dispute.
2. The seat of the arbitration will be New York and will be conducted in the English language. The arbitral tribunal shall decide on the merits of the dispute with the substantive laws of the State of New York, without regard to conflicts of law rules.

Force Majeure

You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.

Severability

If any provision of this Agreement is held to be invalid or unenforceable, it shall not invalidate any of the remaining provisions of this Agreement. If two or more provisions of this Agreement are deemed to conflict with each other’s operation, day100 shall have the sole right to elect which provision remains in force.

Non Waiver and Assignment

day100's failure to enforce a provision is not a waiver of its right to do so later. You may not assign any of your rights under these Terms, and any such attempt will be void. day100 may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Service.

Termination

day100 may terminate or suspend your access to or ability to use any and all Services immediately, without prior notice or liability, for any reason or no reason, including but not limited to any breach of the terms or conditions of this Agreement. In particular, day100 may immediately terminate or suspend accounts that have been flagged for repeat copyright infringement.

If you wish to terminate this Agreement, you may do so by notifying day100 at any time and closing your account for the Service. Your notice should be sent in writing. Termination of the Agreement may result in the immediate deletion of any Content that you have submitted to day100. day100 will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Notice

Where day100 requires that you provide an e-mail address, you are responsible for providing day100 with your most current e-mail address. In the event that the last e-mail address you provided to day100 is not valid, or for any reason is not capable of delivering to you any notices required or permitted by this Agreement, day100’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to day100 at the following address: day100, LLC, PO Box#713, New York, NY, 10024. Such notice shall be deemed given when received by day100 by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

Entire Agreement

Without prejudice to the provisions expressly set forth herein, this Agreement is the final, complete and exclusive agreement between the parties with respect to the subject matter hereof and replaces any previous understanding, discussion and/or letter of intent executed by the Parties in relation to such subject matter. Any changes to this agreement must be made in writing and state that it is overriding this agreement, and must be agreed to by both parties.