Job Candidate Agreement

Candidate Agreement

This video submission and membership agreement (the “Agreement”) applies if you submit any video, pictorial or graphic work; text content and member profile content (collectively, the “Content”) onto ElevatorSpeak website or ElevatorSpeak affiliates’ websites (collectively, the “Website”).

By creating a member profile and submitting the Content, you agree to the terms of this Agreement. You agree that this Agreement applies to each Content you submit.

You represent and warrant that you have the right to enter into this Agreement. If you upload or submit the Content on behalf of an entity, then this Agreement applies to that entity and its affiliates. In such case, you represent and warrant that you have the authority to bind the entity to this Agreement.

1. Rights and Licenses

1. You represent and warrant that you own all rights, title and interest in and to the Content, including all copyright, trademarks, patents, rights of privacy, rights of publicity, moral rights, and other intellectual property rights (collectively, “IP Rights”), or have all necessary rights and license to grant ElevatorSpeak the licenses under this Agreement. You further represent and warrant that the Content will not infringe any IP Rights of others, contain misleading or false information, or illegal or defamatory matter. You will not upload any Content that infringes or violates IP Rights of any person or entity, or that constitutes any libel, slander or other defamation upon any person or entity. If ElevatorSpeak deems your Content to be in violation of any laws, rules or regulations, ElevatorSpeak may remove any Content or terminate this Agreement at its sole discretion and without prior notice.
2. If the Content contains images or likeness of an identifiable person, trademark, or logos or certain distinctive property that is protected by IP Rights, you represent and warrant that you have obtained all necessary and valid releases or agreements for each person or property depicted in the Content. You represent and warrant that the Content truthfully depicts the subject and all information contained therein is accurate.
3. You retain all copyright and all other right, title and interest in and to the Content subject to the terms of this Agreement. ElevatorSpeak may use the Content for the purposes of promoting your Content, the Website, ElevatorSpeak’s other products and services, in which event you grant ElevatorSpeak a non-exclusive, worldwide, and royalty-free license to use, reproduce, publicly display, distribute, modify (so as to better showcase your Content, for example), publicly perform, and translate the Content as needed, and to transmit the Content to ElevatorSpeak’s end users (“End Users”) upon End Users’ request.
4. In order to allow End Users to better discover your Content, you grant ElevatorSpeak a non-exclusive, worldwide, perpetual, and royalty-free license to use, reproduce, distribute, index, and modify your Content for the sole purposes of operating the Website, presentation of your Content, promoting, distributing and marketing your Content to End Users, developing new features and services, as well as archiving and protecting your Content. You also grant ElevatorSpeak the right, but not the obligation, to use your name, trademarks, and trade names in connection with ElevatorSpeak’s license to your Content under the terms of this Agreement.
5. You acknowledge that ElevatorSpeak is not obligated to accept the Content you uploaded to the Website or make it available to End Users.

2. Downloading and Sublicenses

1. You grant ElevatorSpeak a license to further sublicense to End Users ElevatorSpeak’s right to use, reproduce, publicly display, distribute, modify, publicly perform, and translate the Content on a non-exclusive, worldwide, and perpetual basis in any media or embodiment pursuant to ElevatorSpeak’s subscription program and an applicable subscription agreement, subject to payment of a subscription fee by End Users to ElevatorSpeak, and without any compensation payable to you.
2. Social Media.
   1. You grant ElevatorSpeak a license to post or share your Content, directly or indirectly, onto Social Media Sites to better promote your Content.
   2. ElevatorSpeak is not liable (i) for any terms of use or other provisions or authorizations which may appear on any Social Media Sites, even if such Social Media Sites explicitly or implicitly allow third parties to access, download, share or use the Content in any way; or (ii) for any use whatsoever made by any third party who accesses the Content directly or indirectly via Social Media Sites
   3. ElevatorSpeak may post or share the Content onto Social Media Sites for ElevatorSpeak’s own promotional purposes, and without any compensation payable to you.

3. Payments
ElevatorSpeak has no payment obligations to you. You, however, ARE obligated to pay ElevatorSpeak for its services pursuant to ElevatorSpeak’s fee schedule, which is available on the Website and may be updated from time to time.

4. Submitting Your Content
You will submit your Content in the format and via the delivery method requested by ElevatorSpeak. Additionally, you will submit the Content for ElevatorSpeak’s review in accordance with the guidelines available on the Website (the “Guidelines”). ElevatorSpeak may update the Guidelines from time to time and you are responsible for reviewing the Guidelines. ElevatorSpeak may accept or reject your Content at its sole discretion.

5. Removing Your Content
Once your Content is approved for viewing, your Content will be available for viewing for the term of your membership (the “Active Period”), after which it will be automatically removed. The Active Period is terminated if you cancel your membership. You may remove your Content during the Active Period by managing it through your account control panel. ElevatorSpeak may remove your Content at its sole discretion at any time, for any reason and without any notice.

6. Indemnification
You will indemnify ElevatorSpeak and its subsidiaries, affiliates, officers, agents, employees, partners, licensees, and licensors from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to your Content or other content that you provide to ElevatorSpeak, your use of the Website, or your violation of these terms. ElevatorSpeak has the right to control the defense of any claim, action or matter subject to indemnification by you with counsel of its own choosing. You will fully cooperate with  ElevatorSpeak in the defense of any such claim, action or matter.

7. Limitations of Liability

1. ElevatorSpeak is not liable to you or anyone else for any special, incidental, indirect, consequential, or punitive damages (even if ElevatorSpeak has been advised of the possibility of these damages), including those (a) resulting from loss of use, data, or profits, whether or not foreseeable, (b) based on any theory of liability, including breach of contract or warranty, negligence or other tortious action, or (c) arising from any other claim arising out of or in connection with your use of or access to the Website or the Content.
2. Disclaimer. The Website is provided “as is.” To the maximum extent permitted by law, ElevatorSpeak disclaims all warranties, express or implied, including the implied warranties of merchantability and fitness for a particular purpose. The limitations and exclusions in this section apply to the maximum extent permitted by law.

8. Termination

1. ElevatorSpeak may terminate this Agreement or suspend your account without prior notice. In the event of your breach of the terms this Agreement or as part of ElevatorSpeak’s investigation for fraudulent or illegal activities or in response to law enforcement requests, ElevatorSpeak may notify you prior to terminating your account. ElevatorSpeak may deny the uploading of any Content to the Website at its sole discretion.
2. You may terminate this Agreement at any time upon at least 10-days prior written notice to ElevatorSpeak in a manner prescribed on the Website. ElevatorSpeak will use reasonable efforts to have your Content removed from the Website as soon as practical. Before the termination of these Agreement or removal of your Content from the Website, End Users may continue to obtain new licenses to your Content.
3. Upon termination, ElevatorSpeak may continue using the Content for internal archival and reference purposes. Any licenses granted to End Users prior to the date of termination or prior to the removal of any Content from the Website will survive the termination of these Agreement.

9. Governing Law.
This Agreement shall be governed by and interpreted in accordance with the laws of the State of New Jersey and federal laws of the United States. Each party irrevocably submits to the exclusive jurisdiction of the courts of New Jersey over any claim or matter arising under or in connection with this Agreement.

10. Dispute Resolution.

1. For any concern or dispute you may have, you agree to first try to resolve the dispute informally by contacting ElevatorSpeak. If a dispute is not resolved within 30 days of submission, you waive your right to sue for relief in a judicial forum and instead must resolve any claims relating to the terms of this Agreement through final and binding arbitration before a single arbitrator of the American Arbitration Association in Middlesex County, New Jersey. Costs of arbitration will be borne by a losing party. Judgment upon the award rendered may be entered and will be enforceable in any court of competent jurisdiction having jurisdiction over the parties.
2. You may only resolve disputes with ElevatorSpeak on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action.

11. No Agency.
The relationship between you and ElevatorSpeak under this Agreement is that of independent contractors. For clarification purposes, the parties are not joint ventures, partners, principal and agent, or employer and employee. Neither party shall have the power to bind or obligate the other in any manner.

12. No Waiver.
ElevatorSpeak’s failure to enforce or exercise any of these terms is not a waiver of that section.

13. Assignment.
ElevatorSpeak has the right, at its sole discretion, to assign any or all of its rights or obligations under this Agreement. You have no right to assign any of your rights or obligations under this Agreement, and any such attempt will be void.

14. Severability.
If a particular term is not enforceable, the unenforceability of that term will not affect any other terms.

15 Modification.
ElevatorSpeak may modify these terms to, for example, reflect changes to the law or changes to its services. You should look at the terms regularly. ElevatorSpeak will post notice of modifications to these terms on the Website. By continuing to use or access the Website after the revisions come into effect, you agree to be bound by the revised terms.