These terms of service (the “Terms & Conditions”) govern your (“You”, “Your”, as applicable) use of Kira Talent Inc.’s (“Kira Talent”, “We”, “Us” or “Our”, as applicable) platform (the “Platform”) and other services that Kira Talent may offer, including the website www.kiratalent.com (collectively, the “Other Services” and together with the Platform, the “Services”). Subject to applicable laws, We may update or change these Terms & Conditions from time to time in Our sole discretion, so please check this page frequently for changes. Your continued use of Our Services after a change to the Terms & Conditions will be deemed to constitute Your acceptance of the revised Terms & Conditions.
PLEASE READ THESE TERMS & CONDITIONS CAREFULLY BEFORE YOU ACCESS OR USE THE SERVICES.
BY INDICATING YOUR AGREEMENT OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU REPRESENT AND WARRANT TO US THAT YOU ARE 16 YEARS OF AGE OR OLDER, HAVE THE RIGHT, AUTHORITY AND CAPACITY TO ENTER INTO THESE TERMS & CONDITIONS, OR YOU ARE OF THE LEGAL AGE REQUIRED TO FORM A BINDING CONTRACT IN YOUR JURISDICTION IF THAT AGE IS GREATER THAN 16 AND YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS & CONDITIONS. IF YOU ARE NOT OF THE LEGAL AGE REQUIRED TO FORM A BINDING CONTRACT IN YOUR JURISDICTION, YOU REPRESENT AND WARRANT TO US THAT YOU HAVE OBTAINED PARENTAL OR GUARDIAN CONSENT TO ENTER INTO THESE TERMS & CONDITIONS. IF YOU ARE AGREEING TO THESE TERMS & CONDITIONS ON BEHALF OF ANOTHER PERSON OR ENTITY, THEN YOU REPRESENT AND WARRANT TO KIRA TALENT THAT YOU HAVE THE AUTHORITY TO BIND THAT PERSON OR ENTITY TO THESE TERMS AND CONDITIONS.
IF YOU DO NOT AGREE TO BE BOUND BY ANY PART OF THESE TERMS AND CONDITIONS, YOU ARE NOT PERMITTED TO USE THE PLATFORM AND THE SERVICES AND MUST CEASE ANY ACCESS OR USE OF THE PLATFORM AND THE SERVICES IMMEDIATELY.
2. THE PLATFORM
The Platform is comprised of a set of software, code, tools, websites, databases and other elements. The Platform enables You, as an applicant to an organization (such as businesses, educational institutions, or volunteer organizations) that is recruiting or assessing applicants (a “Recruiting Organization”), to participate in interviews for such Recruiting Organization (“Interviews”). The reason You are accessing the Platform is because You have applied to a Recruiting Organization and that Recruiting Organization is using the Platform as part of its recruiting process. Even though Your application is to and for the Recruiting Organization, by virtue of using the Platform, You are agreeing to these Terms & Conditions. Conditional on Your acceptance and compliance with the terms of these Terms & Conditions, You are hereby granted the limited non-transferrable, non-assignable, non-exclusive, personal license to use the Platform for the purpose of an Interview with the Recruiting Organization. Please note that these Terms & Conditions will still survive after Your application process with the Recruiting Organization has ended and will continue until terminated in accordance with the terms of the Terms & Conditions, subject to certain provisions surviving termination, as stated herein.
3. VIDEOS AND CONTENT
You are responsible for all information, materials and content You include in Your Content. You must ensure anything contained in Your Content is not unlawful, obscene, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, and does not impersonate another person. You shall ensure that You have all rights necessary to use anything contained in Your Content. For example, and without limitation, there may be copyright owned by third parties in music, photographs or other content that You choose to use in Your Content. You represent and warrant to Us that: (1) You have the necessary rights to use all content and information included in Your Content and to grant the rights to Your Content contemplated in these Terms & Conditions; and (2) Your Content does not infringe, violate or misappropriate any third party intellectual property rights.
5. ACCESS TO CONTENT
6. ACCEPTABLE USE
You agree not to do any of the following in connection with Your use of the Services or otherwise in connection with the Platform and Interviews: (1) engage in any activity that degrades the Services for other users; (2) violate any policies We may adopt in connection with the Services from time-to-time; (3) compromise the security or integrity of Services or the Platform, or attempt to reverse engineer, modify or copy the Services or any part thereof; (4) breach any applicable laws, rules or regulations, or infringe upon any third party’s intellectual property rights or other rights (including rights of privacy and publicity); (5) copy, reproduce, publish, display, disclose, sell, rent, lease, modify, store, loan, distribute, or create derivative works of the Services, the Recruiting Organization Content, or any part thereof; (6) use the Services, or any part thereof (i) for the benefit of any other person or entity, (ii) to create any software, components, designs or tools, including for the purpose of emulating the Services or enabling the replacement of the Services, or (iii) in competition with Us in any way. You will not cause, assist or permit any third party to do any of the foregoing. If You breach any of the foregoing, or any other provision of these Terms & Conditions, We may take whatever steps We deem necessary to protect the Services, the Platform, Our business and Our other clients, including, without limitation, suspending Your access to the Services (or any part thereof, including the Platform) and/or terminating these Terms & Conditions.
7. LINKS TO THIRD-PARTY SITES
Your use of the Services will be accessed through an account and a username/email and/or password that You will create (Your “Credentials”). Your Credentials are solely for Your use. You are responsible for maintaining the confidentiality of Your Credentials and You are responsible for all activities that occur under Your Credentials. Accordingly, please take adequate precautions with Your Credentials and immediately notify Us of any unauthorized use of Your Credentials.
We have implemented and maintain technical and organizational measures (the “Security Measures”) which are designed to secure the information disclosed to Us by You or any Recruiting Organization. However, We cannot guarantee that Our Security Measures will never be defeated or compromised. Accordingly, to the fullest extent permitted by applicable law, You acknowledge and agree that We are not responsible or liable for any unauthorized or third party hacking, access, use, alteration, or disclosure of Your Content or personal information.
While using the Services, You may be required to pay certain fees, plus any applicable taxes, as set out in the “Payment” section of the Platform (the “Fees”). You acknowledge and agree that: (1) You may be directed to an online reseller or merchant of record to pay the Fees, including Paddle.com Market Limited or Paddle Payments Limited; (2) You are responsible for reviewing and agreeing to any applicable terms and conditions associated with the use of any such online reseller or merchant of record; and (3) You may not be able to complete Your Interview or access the “Assessment” section of the Platform without Your full payment of the applicable Fees.
The term of these Terms & Conditions will commence on the earliest date that You first use, access, or otherwise register for, the Services (which includes the first time You visit Our website located at www.kiratalent.com), and will continue in full effect until termination of these Terms & Conditions.
These Terms & Conditions shall automatically terminate without notice and without further obligation to You if You fail to comply with any terms herein. Additionally, We may terminate these Terms & Conditions or suspend Your access to or use of the Services at Our convenience and without any notice or obligation to You. Upon any such termination, You are required to immediately stop accessing or using the Services.
You agree to defend, indemnify and hold Us harmless from any damages, losses, penalties, liabilities, costs, claims, allegations, actions, or demands in connection with: (1) Your use of the Services (including the Platform); (2) Your breach of these Terms & Conditions or any applicable laws; (3) Your fraud, negligence, or willful misconduct; (4) any content, information, or data (including Your Content) that You upload or share through the Services; or (5) any disputes between You and any Recruiting Organizations.
15. EXCLUSION OF WARRANTIES
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES. A PORTION OR ALL OF THE FOLLOWING EXCLUSIONS OR LIMITATIONS MAY THEREFORE NOT APPLY TO YOU.
To the fullest extent permitted by applicable law, the Platform and the Services are provided “as-is”, “with all faults” and “as available”, in each case, without any representations, warranties, conditions, or guarantees of any kind. We hereby disclaim all representations, warranties, conditions, and guarantees with respect to the Platform or the Services, whether express or implied, oral or written, legal or statutory, or arising from course of dealing or usage of trade, including with respect to merchantability, merchantable quality, quality or fitness for a particular purpose, non-infringement, availability, accuracy, completeness, usefulness or reliability. We provide no warranty that the Platform or the Services will meet Your requirements or that their operation or provision will be uninterrupted or free of errors, vulnerabilities, viruses/malware or other harmful conditions or components. We provide no warranty that any defects in the Platform or the Services can or will be corrected.
16. LIMITATION OF LIABILITY
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. A PORTION OR ALL OF THE FOLLOWING LIMITATIONS MAY THEREFORE NOT APPLY TO YOU.
To the fullest extent permitted by applicable law, under no circumstances will We be liable to You for any direct or indirect losses or damages arising out of or in connection with loss of data (including Content), a third party’s or Your use of or inability to use the Services including, without limitation, a third party’s or Your reliance on the Services, the Recruiting Organization Content, and/or Your Content. This is a comprehensive limitation of liability that applies to all losses and damages of any kind (including, but not limited to, direct, indirect, incidental, consequential, special, punitive, and exemplary damages, loss of revenue, loss of income, loss of profit, loss of data, and loss of opportunity), whether in contract, strict liability, negligence or other tortious action, even if We or an authorized representative of Us have been advised of, should have known of, or has express knowledge of the possibility of such damages. To the fullest extent permitted by applicable law, if You are dissatisfied with the Services or with these Terms & Conditions, Your sole and exclusive remedy is with the applicable Recruiting Organization You are applying to (and in such case, You will discontinue Your use of the Services immediately). If any part of the limitations or exclusions of liability in these Terms & Conditions are found to be invalid or unenforceable for any reason, then, to the fullest extent permitted by applicable law, Our liability will not exceed the lesser of: (i) the Fees paid by You; (ii) $100; or (iii) where We may recover an amount from any of Our suppliers or service providers in connection with Your claim against Us, the amount actually recovered by Us from such suppliers or service providers.
You acknowledge that the forgoing limitations and exclusions of liability are reasonable in the commercial circumstances contemplated herein and that We have relied on such limitations and exclusions in entering into these Terms & Conditions.
17. NON-ENDORSEMENT AND RELEASE
You acknowledge and agree that We provide a suite of tools that enables applicants like You and Recruiting Organizations to participate in recruiting activities; as a result, We are not responsible for: (1) the accuracy, completeness, appropriateness, legality or applicability of any content or anything said, depicted, written or done on or in the Services (including by Recruiting Organizations), including without limitation, any information that You may obtain or have access to by using the Services; and (2) the outcome of any recruitment decisions made by any Recruiting Organization. We do not endorse anything contained in any content created by users of the Services, the Recruiting Organization Content, or any other information, opinion, recommendation or advice expressed therein and You understand that You must evaluate and bear all risks associated with the use thereof. To the fullest extent permitted by applicable law, You hereby release and forever discharge Us from any and all actions, causes of actions, claims, damages and liabilities that You may incur as a result of Your use of the Platform and the Services.
All right, title and interest in and to the Platform and the Services, including any and all intellectual property rights and all modifications and additions thereto, shall at all times remain with Us or any third party from/to whom We have licensed or procured software, technology or other Platform elements. You are invited to provide Us with suggestions, comments, or other feedback with respect to the Services (“Feedback”). However, even if You designate it as confidential, it will not create any confidentiality obligation for Us, and You, upon disclosing such Feedback, grant to Us a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, fully paid-up, and royalty-free license to use and exploit the Feedback.
19. INDEPENDENT CONTRACTORS
For all purposes, We are an independent contractor to You, and You will not represent that We have authority to assume or create obligations on behalf of You.
You may not assign these Terms & Conditions without Our prior written consent. We may assign these Terms & Conditions at Our discretion at any time and without notice to You.
Upon termination or expiry of these Terms & Conditions, the grant of the license to You to use the Platform described in Section 2 shall terminate. All other sections in these Terms & Conditions shall survive such termination or expiry.
All notices to be given under these Terms & Conditions: (i) if to Us, must be in writing and sent to Attn: Legal Department, Kira Talent Inc., 99 Yorkville Avenue, Toronto, Ontario, M5R 1C1; and (ii) if to You, will be sent by email to the email address that You provided to Us when You registered for the Services (or any other email address should You have updated Your account to reflect such other email address).
23. WAIVER AND LIMITATION
The waiver by either party of any default or breach of any term of these Terms & Conditions shall not constitute a waiver of any other or subsequent default or breach. No failure or delay by Us in exercising any right, power or remedy under these Terms & Conditions will operate as a waiver thereof, nor will any single or partial exercise thereof preclude any other or further exercise of any right, power or remedy by Us under these Terms & Conditions. All waivers by Us must be in writing and signed by an authorized representative. To the fullest extent permitted by applicable law, no action, regardless of form, arising out of these Terms & Conditions may be brought against Kira Talent more than one year after the cause of action has accrued.
If any provision of these Terms & Conditions is determined to be unenforceable, invalid or in breach of any law by any tribunal, public body or court of competent jurisdiction for any reason whatsoever, the unenforceability or invalidity of such provision shall not affect the enforceability or validity of the remaining provisions of these Terms & Conditions and such unenforceable or invalid provision shall be severed from the remainder of these Terms & Conditions and as so modified these Terms & Conditions shall continue in full force and effect.
25. GOVERNING LAW & JURISDICTION
To the extent permitted by applicable law, these Terms & Conditions shall be governed by and interpreted in accordance with the laws of the Province of Ontario, without reference to conflict of laws provisions or principles, and the federal laws of Canada applicable therein. To the fullest extent permitted by applicable law, each of the parties hereto irrevocably attorns to the exclusive jurisdiction of the courts of the Province of Ontario located in Toronto, Ontario.
26. WAIVER OF CLASS ACTIONS
To the fullest extent permitted by applicable law, the parties agree that any dispute arising out of or in connection with the Platform or the Services or these Terms & Conditions shall be resolved by individual court action. For clarity, to the fullest extent permitted by applicable law, You hereby waive any right You may have for any dispute arising out of or in connection with the Platform, the Services or these Terms & Conditions to be arbitrated or litigated as a class proceeding or on a consolidated basis, or on bases involving disputes brought in a purported representative capacity.
The parties hereto have expressly requested that the Terms & Conditions and all ancillary documents be drafted in English. Les parties aux présentes ont expressément requis que la présente entente et tous les documents y afférents soient rédigés en langue anglaise.
28. ENTIRE AGREEMENT
These Terms & Conditions, as well as any policies We may adopt in connection with the Services hereto, constitute the complete agreement between the parties and supersedes all prior or contemporaneous agreements or representations, written or oral, concerning the subject matter of these Terms & Conditions.
Last Revised: November 12, 2020