Terms of Service for Prescreener.io

Effective Date: September 25, 2024

These Terms of Service govern the customer’s acquisition and use of the software, free trials, and/or services provided by MPM Labs, Inc. (“Prescreener.io”). By executing an Order Form or accepting these terms while registering for the Prescreener.io services, the customer agrees to the following Terms of Service and the applicable Order Form (collectively, the “Agreement”). The individual executing the Order Form represents that they are authorized to bind the customer entity (“Customer”) to this Agreement.

1. Access Grant

1.1 Provision of Access: Subject to these terms, Prescreener.io grants the customer a non-exclusive, non-transferable right to access the software and related services (the “Services”) for the internal business use of the customer during the service period specified in the Order Form (“Service Term”). The Services will operate as described in Prescreener.io’s official documentation. Any limitations on use (such as text messaging, emailing, job postings, etc.) may incur additional fees, and the customer acknowledges and accepts such limits.

1.2 Customer Use Restrictions: The customer may not reverse engineer, decompile, or otherwise access the source code of the Services, nor use the Services in any way not authorized by this Agreement. The customer agrees to not transfer, lease, or distribute the Services to any third party. All use must comply with applicable laws and regulations.

1.3 Modification of Services: Prescreener.io reserves the right to make changes that do not materially reduce the overall functionality of the Services.

1.4 Limited Trial Access: If a trial period is granted, access will be limited to the specified features and time frame. Full terms, including Section 7.1 and 8.2, may not apply during the trial.

2. Responsibilities

2.1 Service Levels: Prescreener.io will use commercially reasonable efforts to maintain platform uptime and provide customer support.

2.2 Data Protection and Security: Prescreener.io will implement reasonable measures to safeguard customer data and prevent unauthorized access.

2.3 Privacy Compliance: Prescreener.io will process customer data in accordance with applicable privacy laws. Additional privacy terms may apply, such as GDPR or CCPA addenda, as specified.

3. Fees and Payment

3.1 Fees: Customer agrees to pay the fees specified in the Order Form. Disputed invoices must be reported within 30 days. All fees are non-refundable, except as provided under this Agreement.

3.2 Renewal Terms and Changes: Fees for services may increase annually at renewal. Any overages in service limits may result in automatic upgrades and associated costs.

3.3 Taxes: Customer is responsible for all taxes related to the Services, excluding taxes based on the net income of Prescreener.io.

4. Intellectual Property

4.1 Ownership: Prescreener.io retains all rights to the software and services, including all improvements and modifications.

4.2 Customer Data: The customer retains all ownership rights in their data. Prescreener.io may only use customer data as needed to provide the Services.

4.3 Feedback: Any feedback provided by the customer can be freely used by Prescreener.io for service improvements without obligation.

5. Confidentiality

5.1 Definition: Confidential Information includes any proprietary information shared between parties. Customer data and service terms are considered confidential.

5.2 Obligations: Both parties agree to protect each other’s confidential information and to only use it for purposes related to the Agreement.

6. Warranties and Disclaimers

6.1 General Warranties: Prescreener.io warrants that the Services will conform to the documentation and that it has sufficient rights to provide the Services.

6.2 Disclaimer: Except as expressly stated, the Services are provided “as is” and “as available.” Prescreener.io disclaims any implied warranties of merchantability or fitness for a particular purpose.

7. Indemnification

7.1 Prescreener.io Indemnification: Prescreener.io agrees to indemnify the customer against claims that the Services infringe on a third party’s intellectual property rights.

7.2 Customer Indemnification: The customer agrees to indemnify Prescreener.io against claims arising from customer data or violations of law by the customer.

8. Limitation of Liability

8.1 Liability Limitation: Neither party will be liable for indirect or consequential damages. Prescreener.io’s aggregate liability will not exceed the fees paid by the customer in the preceding 12 months.

9. Term and Termination

9.1 Term and Renewal: This Agreement will renew automatically unless either party provides written notice of termination 30 days before the end of the Service Term.

9.2 Termination for Cause: Either party may terminate the Agreement for material breach if the breach is not cured within 30 days of notice.

9.3 Effect of Termination: Upon termination, customer access to the Services will cease, and any outstanding fees will remain due.

10. Miscellaneous

10.1 Entire Agreement: This Agreement constitutes the entire understanding between the parties. No changes will be effective unless agreed to in writing by both parties.

10.2 Governing Law: This Agreement will be governed by the laws of the state of North Carolina.

10.3 Dispute Resolution: In the event of a dispute, the parties agree to resolve the matter through good faith negotiation. Any unresolved disputes will be submitted to binding arbitration in North Carolina.

For any questions or additional details, please contact us at legal@prescreener.io.