Subscription Agreement for Après Members

Please read this Subscription Agreement (“Subscription”) carefully. This is a legal agreement between you (“Subscriber”), and Après, LLC, a Delaware limited liability company (“Company”), with a mailing address of 300 Park Avenue, 14th Floor, New York, New York 10022.

This Subscription relates to Subscriber’s use of the Company’s web-based employment recruiting and educational platform located at apresgroup.com (the “Site”), which enables employers to post descriptions of available jobs, create and display a profile of their organization or company, and accept resumes/indications of interest in available jobs from individuals using the Site (collectively, the “Service”), among other functionalities.

Subscriber agrees to the following:

  1. Fees: Subscriber agrees to pay the Company the Subscription Fee as set forth on the Company site. If Subscriber uses a credit card, debit card, PayPal account or other similar method of payment for the payment of the Subscription Fee, Subscriber authorizes the Company to charge such card or account for the amount selected by Subscriber. Unless Subscriber cancels her Subscription, such Subscription shall automatically renew after the Initial Term for an additional one year period and will continue to do so until Subscriber cancels her Subscription.
  2. Registration with Site: Subscriber may receive a username and password to the Site. Subscriber is responsible for maintaining the confidentiality of usernames and passwords and for restricting access to its computers. Subscriber accepts responsibility for all activities that occur under its usernames or passwords and such use shall be deemed to be used by Subscriber. Subscriber shall ensure that all use of its account fully complies with this Subscription.
  3. Description of Subscription Services: The Subscription will provide Subscriber with the ability to search the Company website’s job board for the period of one year.
  4. Ownership of Site and Materials: All title and intellectual property rights in and to the Service and the Site (including but not limited to any images, materials, data, software, photographs, animations, video, audio, music, and text on the Site) are owned by or licensed to the Company; provided, however, that Subscriber shall own and retain ownership of all Submissions (defined below). Subscriber agrees that no title to the Site or any part thereof is transferred to Subscriber, and that all rights not expressly granted to Subscriber hereunder are reserved by the Company. Subscriber grants to the Company a non-exclusive, royalty-free, worldwide license to: (a) reproduce, distribute, publicly perform, publicly display and digitally perform the Submissions in connection with the Site. All goodwill associated with the Marks shall inure to Subscriber’s benefit.
  5. Submissions: A “Submission” is any material, text, picture, sound, graphic, video or other data, as such materials may be modified from time to time, that Subscriber uploads to the Site or provides to the Company to upload or otherwise incorporate into the Site.
    1. Subscriber represents and warrants that any Submission or other information that the Company receives (for uploading to or incorporating in the Site or otherwise) or is posted or transmitted to the Site by Subscriber: (a) shall not infringe the intellectual property rights of any third party or any rights of publicity or privacy; (b) shall not violate any law, statute, ordinance or regulation (including without limitation the laws and regulations governing employment discrimination, unfair competition, privacy, anti-spamming and anti-discrimination or false advertising); (c) is not defamatory, libelous, unlawfully threatening or unlawfully harassing; (d) is not obscene, child pornographic or indecent; and (e) shall not contain any viruses, trojan horses, worms, time bombs, cancelbots or other computer programming routines that might damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
    2. Subscriber has sole control over the content of any Submissions. The Company is only acting as a passive conduit for the online distribution and publication of Submissions. The Company may, from time to time, upload or otherwise incorporate, or assist with uploading or incorporating, a Submission to the Site, but such action shall not be deemed an endorsement or approval by the Company of the content of such Submission. The Company may remove any Submission from the Site that the Company deems, in its sole discretion, to be inappropriate, without prior notice to Subscriber.
  6. License to Use: Subject to the terms and conditions of this Subscription, the Company hereby grants to Subscriber a nonexclusive, nontransferable limited license, without right of sublicense, to use the Site and the Service as an individual solely for the purposes described herein and for no other purpose. The Site and the materials uploaded thereto are protected by both United States copyright law and international treaty provisions. Unauthorized copying of any materials on the Site is expressly forbidden. Subscriber may not create or distribute copies of any materials available on the Site or as part of the Service to others, including but not limited to, Subscriber’s consultants, affiliates, independent contractors or any other third party, without the Company’s prior written consent. Subscriber may not modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Service or any materials available on the Site. Subscriber may be held legally responsible for any copyright infringement that is caused or incurred by its failure to abide by the terms of this Subscription. The Company retains ownership of and title to the Service and the Site (including but not limited to any images, photographs, animations, video, audio, music, text and “applets”, incorporated into the Site), materials posted on the Site and any copies thereof. Subscriber agrees that no title to the Site, the Service or any materials uploaded thereto, or intellectual property in the Site, the Service or any materials uploaded thereto is transferred to Subscriber and that all rights not expressly granted to Subscriber hereunder are reserved by the Company. This Agreement is for a license of intellectual property, and not for the sale of goods (even if some tangible items may be provided) and not governed by the Uniform Commercial Code. IF SUBSCRIBER TRANSFERS POSSESSION OF ANY COPY OF THE SITE OR RELATED MATERIAL TO ANOTHER PARTY IN VIOLATION OF THIS AGREEMENT, THIS LICENSE IS AUTOMATICALLY TERMINATED.
  7. Acceptance of Terms of Use: By entering into this Subscription, and by accessing the Site and using the Service, Subscriber agrees to be bound by the Site’s Terms of Use, and all policies and guidelines incorporated by reference therein (including, but not limited to, the Company’s privacy policy), available at: apresgroup.com (the “Terms of Use”). Notwithstanding anything contained herein to the contrary, if Subscriber does not agree to the Terms of Use, Subscriber agrees that this Subscription shall terminate and Subscriber shall not access or use the Site or the Service.
  8. Technical Services and Support:
    1. By entering this Subscription, Subscriber accepts the Company’s Site and Service in its existing format and system architecture.
    2. The Company agrees to make reasonable efforts to ensure that the Site remains available at all times. However, server and network malfunctions do occur, and Subscriber agrees that it will not seek to hold the Company liable for any such periodic service outages.
    3. The Company will provide technical support for use of the Site and the Service, available by emailing Amy Nidds at anidds@apresgroup.com.
  9. Termination: This Agreement shall continue in full force and effect from the Effective Date for a period of one year. Unless Subscriber cancels her Subscription, such Subscription shall automatically renew after the Initial Term for an additional one year period and will continue to do so until Subscriber cancels her Subscription. Either party may terminate this Subscription for any reason or no reason by providing thirty (30) days’ prior written notice to the other party. In addition, this Subscription may be terminated immediately by the Company upon written notice to Subscriber if Subscriber fails to comply with any provisions of this Subscription, including Subscriber’s obligation to pay any fee. There are no refund or credits for partial years. The following sections of this Subscription shall survive its termination: 10, 11, 12, and 13.
  10. Disclaimer of Warranties: EXCEPT AS EXPRESSLY PROVIDED HEREIN, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, THE SITE and ANY MATERIALS ON THE SITE ARE EACH DELIVERED “AS IS” AND WITHOUT EXPRESS OR IMPLIED WARRANTY OF ANY KIND BY EITHER THE COMPANY OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF SUCH offerings, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, COMPLETENESS, OR SUITABILITY OF ANY OF THE MATERIAL ON THE SITE OR OTHERWISE OFFERED AS PART OF THE SERVICE. THE COMPANY MAKES NO WARRANTY THAT THE SITE WILL BE AVAILABLE, UNINTERRUPTED, ERROR FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
  11. Limitation of Liability: UNDER NO CIRCUMSTANCES SHALL THE COMPANY BE LIABLE TO SUBSCRIBER ON ACCOUNT OF ANY CLAIM (WHETHER BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, PRINCIPLES OF INDEMNITY, THE FAILURE OF ANY LIMITED REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR OTHERWISE) FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, OR FOR ANY DAMAGES OR SUMS PAID TO THIRD PARTIES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY’S TOTAL LIABILITY HEREUNDER WILL NOT EXCEED THE SUBSCRIPTION FEES PAID BY SUBSCRIBER TO THE COMPANY UNDER THIS SUBSCRIPTION FOR THE PRECEDING TWELVE (12) MONTH PERIOD.
  12. Indemnification: Each party agrees to indemnify, defend and hold harmless the other from and against any liability (including reasonable attorneys’ fees) arising out of any claim made against them due to any breach of confidentiality or privacy, infringement of a third party’s intellectual property, publicity or privacy right or gross negligence or willful misconduct by the indemnifying party.
  13. Disclaimers of Company Liability: The Company and Subscriber HEREBY agree that the Company shall not bear any liability, and the Company hereby expressly disclaims any such liability, for (i) the content of Subscriber’s Submissions, INCLUDING, WITHOUT LIMITATION, ANY CONTENT THAT IS DEEMED TO BE DISCRIMINATORY, and (ii) any individual hired by Subscriber through the Site or use of the Service.
  14. Payment: Subscriber is responsible for making full and timely payment for use of the Service. Subscriber shall pay all of the Company’s reasonable fees, costs and expenses (including reasonable attorneys fees) if legal action is required to collect outstanding balances.
  15. Integration: This Subscription, the Terms of Use and any other applicable web site policies associated with the Site constitutes the entire agreement between the Company and Subscriber relating to the Service and: (a) supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to its subject matter; and (b) prevails over any conflicting or additional terms of any quote, order, acknowledgement, or similar communication between parties during the term of this Subscription. No modification to this Subscription will be binding, unless in writing and signed by a duly authorized representative of the parties.
  16. Miscellaneous: The waiver of any breach of this Subscription by either party shall not constitute a continuing waiver or a waiver of any subsequent breach of this Subscription. If any term or provision of this Subscription shall be held invalid or unenforceable, the remainder of this Subscription will not be affected and each such term or provision of this Subscription shall continue to be valid, binding and enforceable to the fullest extent permitted by law, except to the extent that such unenforceability may deprive a party of the benefits reasonably expected by that party as an inducement to enter into or to renew this Subscription. The Company shall not be in default by reason of any failure in performance of this Subscription if such failure arises, directly or indirectly, out of causes reasonably beyond the direct control or foreseeability of the Company, including but not limited to, acts of God or of the public enemy, U.S. or foreign governmental acts in either a sovereign or contractual capacity, labor, fire, flood, epidemic, restrictions, strikes, and/or freight embargoes.

BY CLICKING “I AGREE TO THE TERMS AND CONDITIONS” BELOW, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU ALSO REPRESENT AND AGREE THAT (i) YOU ARE AT LEAST 18 YEARS OF AGE, (ii) SUBSCRIBER IS AN INDIVIDUAL SEEKING TO USE THE SITE AND THE SERVICES FOR THE PURPOSES DESCRIBED HEREIN, (iii) YOU CONSENT TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS SUBSCRIPTION, YOU MUST NOT USE THE SERVICE. This Agreement is governed by the laws of the State of NEW YORK, where any claims arising hereunder shall be litigated.