Terms of Service
The Platform is provided solely (the “Permitted Use”) to: (1) assist you in gathering information about the various types of Engagement opportunities and Companies available on the Platform, including, if applicable, profiles, price ranges, reviews of Companies, and Engagement descriptions (each, a “Company Profile”); (2) enable you to post information regarding yourself by creating a profile ( “Profile”) and to respond to any Engagement opportunities; (3) post reviews of Companies; (4) provide work-related articles, resources and information related to potential work opportunities as well as information about third-party benefits and service offerings (“Third Party Offers”); and (5) facilitate communication with Companies with the objective of entering into an Engagement Agreement (collectively, the “Platform Services”). You acknowledge and agree that: (i) the purpose of creating a Profile is solely for you to organize information about your relevant work-related values, attitudes, skills and experience; (ii) in creating your Profile, you are self-reporting your own assessment of these matters; and (iii) as a result, Kahuso is not in any way evaluating or testing your skills, knowledge or suitability for employment or other work opportunities.
Except where prohibited by applicable law, which may include the Province of Quebec, Kahuso reserves the right to change any information, material or content (including, but not limited to, details, features and availability of Platform Services, Companies, Company Profiles, Engagements, and reviews of Engagements and Companies) contained on or provided through the Platform (the "Content") at any time, and from time to time, with or, in accordance with applicable law, without notice.
Use of the Platform
Ownership/Restrictions on Use
The Platform is owned and operated by Kahuso. Any and all Content, data, graphics, photographs, images, audio, video, software, systems, processes, trademarks, service marks, logos, trade names and other information including, without limitation, the "look and feel" of the Website contained on the Platform are proprietary to Kahuso, its affiliates and/or third-party licensors. The Content is protected by copyright, trademark laws and other intellectual property laws.
All contents of the Platform are: © Kahuso Inc. 2017
Registration and Passwords
To access and use certain portions of the Platform (such as communicating with Companies through the Platform), you will be required to complete a registration form to create a user account (the “User Account”) on the Platform, including providing your email address and choosing a password (“User ID”) and creating a Profile. In consideration for your use of the Platform and the Platform Services, you agree to provide true, current, complete and accurate information as requested on any registration form and Profile on the Platform, and to update that registration information and Profile information as soon as possible after any information changes.
You alone are responsible for keeping your User ID confidential and secure and will not share your User ID with anyone else. You are responsible for any and all activity that occurs on the Platform under such User ID. Kahuso reserves the right to disable any User Account at any time in Kahuso’s sole discretion. If Kahuso disables access to a User Account, you may be prevented from accessing the Platform, your account details or any Engagements.
Term and Termination
Engagement Agreements with Company
The Platform permits you to view the Company Profiles of Companies who have registered on the Platform and have chosen to allow you to view their Company Profiles. If a Company selects you for an Engagement through the Platform, you may separately enter into an agreement with that Company (e.g., for the provision of services as an independent contractor or as an employee) on such terms and conditions as may be agreed to between you and that Company (“Engagement Agreement”). For example, the Engagement Agreement may contain (1) a description of the services you will provide to the Company and the capacity in which you will provide such services (e.g., as an independent contractor or as an employee of Company), (2) payment terms, and (3) any other terms and conditions as communicated between you and the Company through this Platform or otherwise. You understand that you are engaging directly with the Company that selects you and not Kahuso, and that Kahuso is not a party to and will be in no way responsible for the performance of either you or the Company under any Engagement Agreement. Without limiting the foregoing, if you and Company agree that you will be engaged as an employee under an Engagement Agreement, you understand and agree that you will be solely an employee of Company and not Kahuso. Kahuso does not make any representations or warranties of any kind in respect of a Company or an Engagement Agreement and you acknowledge that Kahuso is not an agent or representative of you or any Company. You also agree to act in good faith when negotiating and performing your obligations under each Engagement Agreement.
Six Month Exclusivity
For a period of six (6) months commencing on the date when you last communicated with a Company in respect of an Engagement, whether through the Platform or otherwise, (the “Exclusivity Period”), you agree not to enter into an agreement with that Company for the performance of any services, subject to the following exemptions:
(a) the agreement you are entering into with the Company is an Engagement Agreement, in respect of which Kahuso will receive a fee as determined by the then current fee schedule that can be found on our Website (the “Fee”); or
(b) you were engaged in good-faith negotiations with the Company for the performance of any services prior to the date you first accessed the Platform.
Kahuso retains the right to charge the applicable Fee for any agreements entered into other than as set out above.
Submissions, Reviews, Comments
By submitting content to the Platform or Kahuso, including any Company or Engagement reviews, questions, comments, suggestions, ideas or similar information (collectively, “Submissions”), you (1) grant Kahuso and its affiliates, a worldwide, nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to (i) use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Submissions throughout the world in any media, now known or hereafter devised, and (ii) use the name that you submit in connection with such Submission; (2) and you waive any and all moral rights that you may have in and to the Submissions with respect to the uses contemplated herein.
Kahuso takes no responsibility and assumes no liability for any Submissions posted or submitted by you. Kahuso has no obligation to post your Submissions and reserves the right, in its absolute discretion to determine which Submissions are published on the Platform. If you do not agree to these terms, please do not provide us with any Submissions.
You are fully responsible for the content of your Submissions, specifically including, but not limited to, reviews posted to the Platform. You will not post, upload or transmit to or from the Platform any material or content (including information, images, text, data) that:
(1) is unlawful, threatening, libelous, harassing, defamatory, obscene, pornographic, racially, ethnically or otherwise objectionable, or other material or content that would violate rights of publicity or privacy, or that would violate any applicable law as determined by Kahuso in its sole discretion;
(2) is commercial in nature (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services) or constitutes unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation);
(3) infringes, misappropriates or violates any copyright, trademark, patent right or other intellectual property, proprietary or privacy right of any third party; and
(4) contains any form of destructive software such as a virus, worm, Trojan horse, time bomb, cancelbot, or any other harmful components or any other computer file, program or code, designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment.
You will be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your posting of Submissions or other content to the Platform. You acknowledge that Kahuso may exercise its rights (e.g. use, publish, delete) to use any Submissions without any notice to you.
Please note that Companies may have additional privacy policies or statements which govern their practices in collecting, storing, using and disclosing your personal information. Please read those additional privacy policies or statements carefully. Kahuso has no control over the privacy practices of such Companies, and consequently cannot be held liable and makes no warranty or representation about the privacy practices of Companies with whom you elect to deal through the Platform.
No Unlawful or Prohibited Use
You will not, without Kahuso's prior written permission, use the Platform and the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, you will not, and will not permit anyone else to:
(1) “frame”, “mirror” or otherwise incorporate the Platform or the Content or any part thereof on any commercial or non-commercial website;
(2) access, monitor or copy any part of the Platform or the Content using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;
(3) for the purpose of misleading others, create a false identity of the sender or the origin of a message, forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted through the Platform;
(4) collect or harvest any personal data of any other user of Kahuso, including account names or email addresses, alter transmission data, or use the Platform to send commercial electronic messages or install computer programs on another person’s device;
(5) violate the restrictions in any robot exclusion headers on the Content or the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform;
(6) take any action that imposes, or may impose, in Kahuso’s discretion, an unreasonable or disproportionately large load on the Platform;
(7) deep-link to any portion of the Platform for any purpose;
(8) remove (or permit anyone else to remove) any watermarks, labels or other legal or proprietary notices included in any Engagement, the Platform or the Content;
(9) modify or attempt to modify (or permit anyone else to modify or attempt to modify) the Platform or any Engagements, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Platform or an Engagement;
(10) use the Platform or any Engagement or Content as part of any service for sharing, lending or multi-person use, or for the purpose of any other institution, except as specifically permitted by an applicable Engagement Agreement and only in the exact manner specified and enabled by therein;
(11) attempt to, assist, authorise or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform;
(12) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Platform or the Content;
(13) create adaptations, translations, or derivative works based on the Platform or the Content, in whole or in part, or decompile, disassemble, reverse engineer or other exploit any part of the Platform or the Content; and
(14) use of access the Platform in a manner that violates the rights (including, but not limited to intellectual property and privacy rights) of any third party.
Third Party Websites
The Platform may might offer you links to other websites on the Internet that are owned and operated by third parties . Please understand that such linked websites are independent from Kahuso and that Kahuso has no control over the content of such websites. Consequently, Kahuso cannot be held liable and makes no warranty or representation whatsoever as to the accuracy, timeliness and/or completeness of the information contained on such websites, including any Third Party Offers. These websites are subject to separate terms and conditions, which you should review carefully.
The links which we might place on the Platform do not imply that we sponsor, endorse or are affiliated or associated with, or have been legally authorized to use any trade-mark, trade name, service mark, design, logo, symbol or other copyrighted materials displayed on or accessible through such websites.
DISCLAIMER OF WARRANTIES AND REPRESENTATIONS
THE LAWS OF CERTAIN JURISDICTIONS, INCLUDING QUEBEC, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES OR CONDITIONS, OR LIMITATIONS OF REPRESENTATIONS MADE CONCERNING GOODS OR SERVICES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
THE PLATFORM AND THE CONTENT ARE PROVIDED "AS IS" AND “AS AVAILABLE” WITHOUT REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, KAHUSO DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE PLATFORM (OR ANY PART THEREOF) AND THE CONTENT (OR ANY PART THEREOF) WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, OR THAT THE PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.
USE OF THE PLATFORM OR THE CONTENT IS AT YOUR OWN RISK. KAHUSO (INCLUDING ITS SUBSIDIARIES, PARENTS, AND AFFILIATES) DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR TIMELINESS OF THE PLATFORM OR THE CONTENT OR THAT THE PLATFORM OR CONTENT WILL BE COMPATIBLE WITH YOUR COMPUTER SYSTEM OR DEVICE. THE PLATFORM AND THE CONTENT MAY INCLUDE ERRORS, OMISSIONS AND INACCURACIES, INCLUDING, WITHOUT LIMITAITON, PRICING ERRORS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KAHUSO DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE PLATFORM OR THE CONTENT. IN ADDITION, KAHUSO EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS ON THE PLATFORM.
Company and Engagement Reviews
COMPANY AND ENGAGEMENT REVIEWS DISPLAYED ON THE PLATFORM ARE INTENDED AS ONLY GENERAL GUIDELINES, AND KAHUSO DOES NOT GUARANTEE THE ACCURACY OF THE REVIEWS. KAHUSO MAKES NO WARRANTIES OR GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC COMPANIES, ENGAGEMENTS OR TYPES OF ENGAGEMENTS. WITHOUT LIMITING THE FOREGOING, KAHUSO MAKES NO GAURANTEES ABOUT ANY COMPANY’S ABILITY TO FULFILL ITS OBLIGATIONS WITH RESPECT TO AN ENGAGEMENT OR ENGAGEMENT AGREEMENT, INCLUDING, WITHOUT LIMITATION, A COMPANY’S ABILITY TO PROVIDE PAYMENT IN A TIMELY MANNER.
Third Party Offers
KAHUSO MAKES NO WARRANTIES OR GUARANTEES ABOUT ANY THIRD PARTY OFFERS THAT MAY BE MADE ADVERTISED OR OTHERWISE MADE AVAILABLE THROUGH THE PLATFORM, INCLUDING THE QUALITY, ACCURACY, OR AVAILABILITY OF SUCH THIRD PARTY OFFERS. THIRD PARTY OFFERS DISPLAYED ON THE PLATFORM MAY NOT BE AVAILABLE AT ALL TIMES AND OFFERS MAY BE CHANGED OR DISCONTINUED AT ANY TIME. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY OR CURRENCY OF THE DESCRIPTIONS OF THIRD PARTY OFFERS ON THE PLATFORM. THIRD PARTY OFFERS ARE GOVERNED BY SEPARATE TERMS AND CONDITIONS PROVIDED BY THE THIRD PARTY AT THE TIME YOU SIGN-UP FOR THE THIRD PARTY OFFER. IN THE EVENT OF A COMPLAINT OR DISPUTE, YOUR SOLE RECOURSE SHALL BE AGAINST THE THIRD PARTY PROVIDING THE OFFER.
LIMITATION OF LIABILITY
THE LAWS OF CERTAIN JURISDICTIONS, INCLUDING QUEBEC, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY OR CERTAIN DAMAGES MADE CONCERNING GOODS OR SERVICES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS. NOTHING IN THESE TERMS EXCLUDES OR LIMITS OUR LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM OUR NEGLIGENCE, OR OUR FRAUD OR FRAUDULENT MISREPRESENTATION, OR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW.
IN NO EVENT WILL KAHUSO BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, LOSS CAUSED BY A VIRUS, WORM, TROJAN HORSE OR DISABLING DEVICE, OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES OR OTHER TECHNOLOGICALLY HARMUL MATERIAL THAT MAY INFECT YOUR DEVICE, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT KAHUSO IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE PLATFORM, THE CONTENT, ANY ENGAGEMENT AGREEMENT OR THIRD PARTY OFFERS.
COMPANIES ENGAGING YOUR SERVICES THROUGH THE PLATFORM ARE INDEPENDENT ORGANIZATIONS AND NOT CONTRACTORS, AGENTS OR EMPLOYEES OF KAHUSO. KAHUSO IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, CONDITIONS, BREACHES OR NEGLIGENCE OF ANY COMPANY OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM AND TAKES NO RESPONSIBILITY WHATSOEVER RELATED TO ANY ENGAGEMENTS OR ENGAGEMENT AGREEMENTS ENTERED INTO BY YOU AND ANY COMPANIES, INCLUDING, WITHOUT LIMITATION, IN RESPECT OF ANY LIABILITIES, CLAIMS, CAUSES OF ACTION, DEMANDS, RECOVERIES, LOSSES, DAMAGES, FINES, PENALTIES, OR OTHER COSTS OR EXPENSES YOU MAY INCUR OR BECOME ENTITLED TO, WHETHER UNDER CONTRACT, COMMON LAW, STATUTE OR OTHERWISE, ASSOCIATED WITH THE TERMINATION OR CESSATION OF ANY ENGAGEMENTS OR ENGAGEMENT AGREEMENTS FOR ANY REASON (COLLECTIVELY, “TERMINATION DAMAGES”). YOU AGREE TO RELEASE KAHUSO AND HOLD US HARMLESS FROM ANY TERMINATION DAMAGES THAT YOU MAY BECOME ENTITLED TO IN RESPECT OF ANY ENGAGEMENT OR ENGAGEMENT AGREEMENT.
The limitation above reflects the allocation of risk between the parties. The limitations specified in this section will survive and apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.
You will defend, indemnify and hold harmless Kahuso and all of its officers, directors, affiliates, successors, assigns, contractors, employees and agents from and against any liabilities, claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought in connection with or as a result of:
(2) your violation of any applicable law or the rights of a third party (including, without limitation, privacy or intellectual property rights);
(3) your use of the Platform, Content or any Third Party Offer;
(4) breach of or failure to perform under any Engagement Agreement by you or by any third party acting on your behalf or with your permission; or
(5) any misrepresentations made to Companies by you in connection with any Engagement or Engagement Agreement.
Geographic Application of the Platform
Not all of the Companies, Engagements and services described on the Platform are available in all jurisdictions. Furthermore, nothing on the Platform constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by applicable law.
Governing Law and Jurisdiction
Entire Agreement, Waiver and Severability