Updated: April 14, 2022
In these Website Terms of Service (“Terms of Service”), “Candidly,” “we,” “us,” or “our” means inspHIRE IO Corp., DBA Candidly. “You,” “your” or “Client” means individuals who use the Site and any of our Services (as defined below).
Candidly provides its services (described below) to you through its website located at www.Candidly (the “Site”) and through its mobile application and related services (collectively, such services, including any new features and applications, and the Site, the “Services”), subject to these Terms of Service.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING, VIEWING AND/OR USING THE CONTENT, MATERIAL OR SERVICES AVAILABLE ON OR THROUGH THE SITE, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, OR IF YOU ARE UNDER THE AGE OF MAJORITY IN YOUR STATE OF RESIDENCE, YOU MAY NOT USE THE SITE OR SERVICES AND MUST DISCONTINUE YOUR USE OF THE SITE AND SERVICES.
THESE TERMS OF SERVICE CONTAIN AN ARBITRATION AGREEMENT, WHICH WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT ANY CLAIMS YOU MAY HAVE AGAINST US TO BINDING AND FINAL ARBITRATION. UNDER THE ARBITRATION AGREEMENT, (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST Candidly ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.
Description of Services:
Candidly offers the following Services through the Site. The Services may change at any time and from time to time.
Payments to Loan Servicers – This Service is designed to help borrowers pay off their student debt faster by facilitating payments to a User’s student loan servicer(s) (each a “Servicer”). Such payments can be made by you, as well as by your friends or family members. Furthermore, employers of Users (“Employers”) that wish to create an employee benefit of student loan payments may also make payments to Servicers; the Service enables an Employer to enhance its overall compensation package to existing or newly eligible Users by disbursing Employer funds to Servicers of a User (“Employee Benefit”).
Private Student Loan Prequalification – We offer certain services to help applicants make informed decisions around obtaining new student loans or refinancing their existing student loans available from a curated marketplace of participating unaffiliated lenders and creditors (the “Lenders”). The Site offers users the opportunity to participate in a consumer-facing marketplace in which multiple Lenders may make competing prequalified offers. After full disclosure of the process and a consumer “opt in,” you will be invited to complete a prequalification request. The loan request may include your authorization to obtain credit report information (see “Authorization to Obtain Credit Reports” below), and collection of information about you, including information about your existing student loans. We may then compare your information with lender-selected criteria and share the collected information with the Lenders in order to present you with prequalified loan offers from various Lenders. The following disclaimers relate to this Service:
- Candidlyis not a lender or a creditor, nor does it endorse or recommend the products of any particular Lender or make any representations, warranties or guarantees about your eligibility for credit or for a particular loan. You should rely on your own judgment in deciding which available loan product, terms or Lender best suits your needs and financial means.
- The prequalification process will provide you with preliminary information regarding potential options for a loan with one or more Lenders. A prequalified offer is not a commitment or guarantee that the Lender will make a loan to you. Once you select a loan offer, you will work directly with the Lender to complete the loan application process. All credit decisions, including whether to approve you for a loan, as well as the terms of any approved loan, are made by the Lender, in its sole discretion.
- The terms of any prequalified offer (including any stated interest rate) are based on the questions you answered and a soft credit inquiry (authorized by you). Lenders reserve the right to change the terms of any prequalified offer and/or withdraw any prequalified offer at any time, based on a number of factors, including (but not limited to) (i) changes in your credit history; (ii) additional information collected during the application process; and/or (iii) changes in variable interest rates.
- You assume sole and complete responsibility for any typographical or other errors or omissions in the information you provide in connection with your request for prequalified offers.
- This Service may not be available in all geographic areas of the United States.
- Please note that Candidlymay be compensated by Lenders. This compensation may impact how and where prequalified offers appear on the Site (including, for example, the order in which they appear).
- If you request prequalified offers for private student loans to refinance one or more Federal student loans, it is important to remember that Federal loans come with many benefits and protections such as deferment, forbearance and loan forgiveness programs which will be lost when refinancing Federal loans with private student loans. While some private student loan lenders offer deferment, forbearance and loan forgiveness benefits similar to those available for Federal student loans, many do not. It is your responsibility to review the Lender’s loan disclosures and terms carefully before accepting a private loan. For more information on Federal student loans visit ed.gov.
Federal Student Loan Forgiveness Assistance — We help borrowers determine if they are eligible to apply for certain forgiveness programs and apply for federal loan forgiveness by submitting an application using our platform with the U.S. Department of Education, monitor progress, and communicate to the borrower the results. If you submit a financial program application on the Site, you expressly authorize us to verify the representations you made in your application materials and file such applications on your behalf with the U.S. Department of Education. You understand that loan servicers and/or the U.S. Department of Education may verify the information you provided, including conducting any background checks.
Federal Loan Consolidation Assistance – –We may assist you to consolidate multiple federal loans into a direct consolidation loan in order to gain access to income-driven repayment plan options and Public Service Loan Forgiveness. We do this by assisting you to complete and submit an application using our platform to apply for a new federal consolidation loan.
Student Loan Education – This Service may include
- visibility into various details of a User’s student loan(s), including balance and payment details;
- materials concerning financial literacy and student loan education tools;
- additional, enhanced loan management functionality; and
- other related services.
Student Loan Coaching – This Service allows you to schedule a call to speak with a specially trained student loan coach to ask questions and get more personalized guidance and insights on student loan options.
No Recommendations or Professional Advice: While the Student Loan Coaching Service described above involves personalized guidance from a certified student loan professional, please note that no other Services provided through the Site should be construed as professional advice or recommendations. Candidly is not a debt relief services company, broker-dealer, registered investment adviser, or insurance agent. Information provided by Candidly does not constitute legal, tax, or investment advice, and should not be considered as an endorsement or offer to sell any financial product. You understand that our guidance and insights are based in part on the information you provide to us, and that various factors in the economic market and your financial situation are subject to change. Any changes in such information or factors may affect our advice. We encourage you to consult a financial service provider, tax or legal professional to help you make any decisions associated with the use of the Services or the products and services provided by Third Parties through the Site.
Please note that certain third parties provide their own, related services in connection with our Service. The Service may contain, and third parties may provide, links or other access to third-party sites and services. Candidly has no control over, and is not responsible for, any such third-party sites and services. Any links to third-party sites and services do not indicate Candidly’s endorsement of, or affiliation with, such sites and services. You further acknowledge and agree that Candidly will not be responsible or liable, either directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with, your use of, or your reliance on, any third-party sites and services. Any such dealings are between you and the third party, and you agree that Candidly is not liable for any loss or claim that you may have against any such third party. Your use of any such third-party services are separately governed by the terms of service of such third parties. For the purposes of clarity, if you were referred to our Service by a third party (“Referral Partner”), we similarly take no responsibility for liability for any services provided by any Referral Partner.
Access and Use of the Services
Authorization to Obtain Credit Reports. When you create and maintain an Account, you provide written instructions in accordance with the Fair Credit Reporting Act and other applicable law, for Candidly, and our agents to request, receive, and retain a copy of your consumer credit report and score from consumer credit reporting agencies (i.e., Experian, TransUnion and/or Equifax), on a recurring basis for so long as you maintain an Account. You can deactivate your Account at any time by calling our support team and requesting that your account be deactivated. If your Account remains inactive for 6 months or longer we may, at our discretion, deactivate your Candidly account. This credit inquiry is considered a “soft credit inquiry” and it does not affect your credit score. Soft credit inquiries are shown only on copies of credit reports that are provided to you. Creditors and other users of credit reports cannot see soft inquiries.
This credit report may be used for a variety of reasons which may include, but are not limited to the following: (i) verifying that the information you have provided is true and accurate, including the verification of your identity; (ii) assessing your credit history and credit score for the purpose of identifying products and/or services that you may be interested in or that you may prequalify for on an ongoing basis; and/or (iii) matching you with specific Providers, other third parties, and ours or their respective products, services, offers and/or promotions on an ongoing basis
Identity Verification: To help the federal government fight the funding of terrorism and money laundering activities, we will obtain, verify, and record information that identifies each person who registers for the Service.
What this means for you: When you register and create an account with us, we will ask for your name, street address, date of birth, and other information that will allow us to identify you and verify any financial information provided by you. We may also ask to see a copy of your driver’s license or other documents at any time. Registrations are only deemed complete subject to our ability to verify the information provided by you from acceptable types of documentation. We may validate the information you provide to us in order that we can ensure we have a reasonable belief of your identity. In the event that we become aware of, or suspect any, fraudulent, abusive or illegal activity, we may, among other things described in these Terms of Service, take extra precautions and review other types of documentation in an effort to further determine your identity and verify the information you provided to us. You can only access your account and use the Service once your registration is deemed complete. Accordingly, if we are not able to verify your information to our satisfaction, you will be unable to use our Service. We reserve the right to not provide the Service to anyone at our sole discretion.
Third-Party Services: Candidly may provide certain relevant elements of your data to third-parties in order to conduct our account verification service and provide you with various loan repayment options (“Third-Party Services”).
You authorize Candidly and any of its suppliers (each a “Supplier”) to access the sites of Third-Party Services, on your behalf, to retrieve and provide information requested by you. For all purposes hereof, you hereby grant Candidly and Supplier a limited power of attorney, and you hereby appoint Candidly and Supplier as your true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for you and in your name, place and stead, in any and all capacities, to access Third-Party Services, their sites, servers or documents, retrieve information, and use your information, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the Service, as fully to all intents and purposes as you might or could do in person (“Third-Party Sites”). YOU ACKNOWLEDGE AND AGREE THAT WHEN Candidly OR SUPPLIER ACCESSES, SENDS AND RETRIEVES INFORMATION TO OR FROM THIRD-PARTY SITES, Candidly AND SUPPLIER ARE ACTING AS YOUR AGENT, AND NOT THE AGENT FOR, OR ON BEHALF OF, ANY THIRD PARTY. You agree that Third-Party Services shall be entitled to rely on the foregoing authorization, agency and power of attorney granted by you. You understand and agree that any such service is not endorsed or sponsored by any third-party account providers accessible through the Third-Party Services. You are licensing to Candidly and Supplier any information, data, passwords, materials, or other content (collectively, “Content”) you provide through or to the Third-Party Services. Candidly and Supplier may use, modify, display, distribute and create new material using such Content to provide the Third-Party Services to you. By submitting Content, you automatically agree, and promise, that the owner of such Content has expressly agreed that, without any particular time limit, and without the payment of any fees, Candidly and Supplier may use the Content for the purposes set out above. As between Candidly and Supplier, Candidly owns your confidential account information.
Giveback Program: We may make available a program through which Users may accrue rewards by making eligible purchases subject to featured promotions and offers (“Giveback Offers”) through participating retailers (“Retailers”) using links directly from featured merchants or by shopping at Retailers we identify to you (“Giveback Transactions”) (such program, the “Giveback Program”). For purposes of the Giveback Program and the Browser Extension (as defined below), “you” refers only to Users, and other Clients are not authorized to participate in the Giveback Program or use the Browser Extension. You can accrue rewards for Giveback Transactions (“Giveback Rewards”), which are issued by us subject to the terms of the Giveback Program, and not by the Retailer or any other third party.
From time to time, a Giveback Offer featured on our Site may be incorrect or outdated. We take reasonable care to ensure that the data provided on the Site is accurate and up to date. However, we give no warranty of the accuracy of any information on the Site and do not accept liability for any errors or omissions, and neither do we accept liability for any resulting damage or loss. Further, we take reasonable care and skill to ensure the correct functionality of the Site, however we give no warranty of the functionality and do not accept liability for any errors.
By default, your Giveback Rewards will reflect the Giveback Transactions you completed that are included with the information reported to us by the Retailer. These Giveback Rewards may vary depending on whether the reported Giveback Transaction information is inclusive of tax, delivery charges, or other fees. When we have traced that you have completed a Giveback Transaction, your Giveback Rewards will be pending until the Retailer confirms the Giveback Transaction, which may take 30-60 days or more from the date of the purchase. If the goods are returned or the sale reversed or amended by any means, then you will not derive Giveback Rewards from the transaction. If your account with us is terminated or disabled for any other reason, then your Giveback Rewards will be forfeited and any further transactions that might otherwise become Giveback Rewards will not be deemed to be applicable. We are not responsible if the Retailer fails to report your Giveback Transaction to us. Retailers have their own rules upon which they determine transactions to be genuine and by which we are able to trace Giveback Transactions. These rules may or may not be advertised by us or the Retailer and may be discretionary. Although we will use reasonable efforts to determine whether a Giveback Transaction has been completed with the Retailer, the decision of the Retailer or Retailer’s tracking agent is final. At any point, we reserve the right not to seek or pursue any Giveback Rewards claims you may have. For the avoidance of doubt and notwithstanding any other provision of these Terms of Service or any information provided on the Site, you agree that in all circumstances the provision of Giveback Rewards is at our sole discretion and we may cancel, change, suspend, modify any aspect of the Giveback Program or any Giveback Rewards for any reason and at any time, including the availability of any Giveback Reward.
You must link your account with your Servicer to your Candidly account in order to redeem Giveback Rewards. Giveback Rewards are only redeemable toward payments to your Servicer. We own and possess any and all Giveback Rewards until redeemed and distributed to your Servicer. We determine, in our sole discretion, the method, timing, and manner in which Giveback Rewards are redeemed with your Servicer. We will only redeem Giveback Rewards once $5 of redeemable value is obtained by the applicable User. Such minimum threshold amounts are determined solely by us and are subject to change at any time. Giveback Rewards are not monetary value and you cannot redeem Giveback Rewards for cash. At no point are Giveback Rewards due or payable to you. We may receive referral fees or other funds from Retailers for Giveback Transactions; however, Giveback Rewards are offered solely by Candidly subject to our Giveback Rewards Program and not offered by or provided through any Retailer. You may not transfer, assign, or sell Giveback Rewards. The redemption of Giveback Rewards with your Servicer does not constitute the transfer, assignment or sale of Giveback Rewards.
Giveback Rewards that are not redeemed will expire five (5) years from the date of the Giveback Transaction.
Browser Extension: Candidly may make available a browser extension (“Browser Extension”) to enhance your Giveback Program experience. When visiting a Retailer’s website, the Browser Extension will either create a tracking ticket and start a Giveback Rewards shopping session or visually prompt you to press a button to start your Giveback Rewards shopping session. The Browser Extension may also alert you of a deal or offer with respect to a product or brand appearing on your search results or other pages you visit across the web, and prompt you to start a shopping session on an affiliate store’s site. If you start a shopping session using the Browser Extension, it will set a cookie on your computer through an affiliate network for the purpose of tracking your shopping session and tracking Giveback Transactions; just as if you had begun your shopping experience via any of our links. Please note, however, that if cookies or other similar tracking devices from other affiliate marketing companies are already present on your computer, the Browser Extension will not automatically overwrite those cookies, but may still offer you the ability to start a Giveback shopping session when you arrive at an affiliate store’s website. By installing the Browser Extension, Candidly will collect and store information obtained from your use of the Browser Extension. This includes, but is not limited to, information about the coupons, deals, merchants, and offers you click on through Browser Extension.
In regard to student loans and student loan refinancing, it is worth noting that Federal loans and Private loans, generally behave very differently. Federal loans come with many positive attributes and safeguards, such as income-based repayment plans, forbearance, deferment, loan forgiveness, possibility of payment suspension and others. While it is possible, private loans, typically do not have these positive attributes and safeguards. Candidly makes no guarantees of parity between your existing and possible future loans, and therefore, it will be your responsibility to investigate the specific attributes of your possible future loans. Additional information on Federal student loans can be found at Studentaid.ed.gov.
Member Account, Password and Security: You are responsible for maintaining the confidentiality of your password and other account information that you use to access the Service, if any, and you are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Candidly of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. Candidly will not be liable for any loss or damage arising from your failure to comply with your security obligations and this paragraph. You may not register for more than one account without express written permission from Candidly.
Modifications to Service: Candidly reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Candidly will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service.
General Practices Regarding Use and Storage: You acknowledge that Candidly may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on Candidly’s servers on your behalf. You agree that Candidly has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that Candidly reserves the right to terminate accounts that are inactive for an extended period of time or for any other reason. You further acknowledge that Candidly reserves the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
Mobile Services: The Service includes certain services that are available via a mobile device, including
- the ability to upload content to the Service via a mobile device,
- the ability to browse the Service and the Site from a mobile device, and
- the ability to access User profiles and certain other features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.
Text Messaging, Telephone Calls, and Emails: You agree that we may contact you by telephone or SMS messages (including text messages) at any of the phone numbers provided by you, or on your behalf, in connection with your registration for the Service. You understand and agree that such communications may include marketing content and that such communications may result in charges to you. The manner in which these calls or SMS messages are made may include, but are not limited to, the use of prerecorded or artificial voice messages, or automatic telephone dialing systems. You understand that you are not required to provide this consent as a condition of purchasing any property, goods or services, or as a condition to your use of the Service. You further agree that we may send e-mails to you at any e-mail address provided to us or use other electronic means of communication to the extent permitted by law. Your consent may be revoked at any time and by any reasonable means, including by SMS message, or by contacting our help center via at email@example.com.
Session Monitoring: You agree that your session may be recorded for the purpose of customer research and product design. You grant Candidly permission to use these recordings and waive your right to review or inspect the recordings prior to their dissemination and distribution.
Conditions of Use
User Conduct and Your Use of the Service: You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages, or other materials (hereinafter, “Content”) that you upload, post, publish or display (hereinafter, “Upload”) or email or otherwise use via the Service. Candidly reserves the right to investigate and take appropriate legal action against anyone who, in Candidly’s sole discretion, violates this provision, including without limitation, removing the offending Content from the Service, suspending, or terminating the account of such violators and reporting such violators to the law enforcement authorities. The following are examples of the kind of Content and/or use that is illegal or prohibited by Candidly. You agree to not use the Service to:
email or otherwise Upload any Content that:
- infringes any intellectual property or other proprietary rights of any party;
- you do not have a right to upload under any law or under contractual or fiduciary relationships;
- contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- poses or creates a privacy or security risk to any person;
- constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation;
- is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically, or otherwise objectionable; or
- in the sole judgment of Candidly, is otherwise objectionable or which might restrict or inhibit any other person from using or enjoying the Service, or which may expose Candidly or you to any harm or liability of any type;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
- violate any applicable local, state, national or international law, or any regulations having the force of law;
- impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- post personally identifying information about others;
- solicit personal information from anyone under the age of 18;
- harvest or collect email addresses or your other contact information from the Service by electronic or other means for any purpose, including for the purpose of sending unsolicited emails or other unsolicited communications;
- advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
- further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
- obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided through the Service.
You agree that you will not use the Service, or allow the Service to be used, for any purpose other than student loan payments to a User’s Servicer, along with any related charges owed to us. If at any time we discover or reasonably believe that you are using the Service to send payments to anyone that is on the Specially Designated Nationals and Blocked Persons List (the “List”) or that you are on such List, which is published from time to time by the Office of Foreign Assets Control (“OFAC”), you agree to cooperate fully with any subsequent investigation or request for information that may be required in connection with complying with OFAC requirements and all other applicable laws and regulations. You agree to defend, indemnify, and hold us and our directors, officers, affiliates, agents, representatives, and employees harmless from all claims, losses, penalties and other liabilities relating to or arising out of any acts or omissions by you that give rise to an OFAC violation.
Candidly is committed to complying with all applicable OFAC requirements and fulfilling all applicable OFAC responsibilities concerning the administration and enforcement of economic and trade sanctions against targeted foreign states, organizations, and individuals. Candidly may take all necessary measures to ensure compliance with the OFAC.
Special Notice for International Use; Export Controls: Software (as defined below) available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. You expressly agree to comply with such restrictions and not to export or re-export any Software to countries or persons prohibited under the U.S. export control laws. By downloading or using any Software, you are expressly agreeing that you are not in a country where such export or use is prohibited or are a person or entity for which such export or use is prohibited. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content. We make no claims concerning whether Software may be downloaded, viewed, or be appropriate for use outside of the United States. You are solely responsible for your compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of any Software.
Commercial Use Not Permitted: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or Upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service. The Service is for your personal use.
Automated Payments from Your Bank Account Overview. Separate from the Employee Benefit, you can also use the Service to help you automate transfers from your checking account to a User’s Servicer with funds from your bank account. You can make a one-time payment, or you can sign up for automatic recurring payments or transfers. We have an agreement with an unaffiliated third-party financial institution (“Bank Partner”) to provide this feature of the Service (this “Feature”). To use this Feature, you must link, successfully verify, and maintain a U.S. bank account from which your payments may be debited (“Funding Account”). A Funding Account may include only a checking or savings account and you must also designate an account of a User’s Servicer to which funds may be sent (“Recipient”).
You may authorize Candidly and our Bank Partner to debit money from your Funding Account and send the corresponding funds to a Recipient by entering payment instructions on the Service authorizing (1) a one-time ACH transfer from your Funding Account to a designated Recipient, or (2) a recurring series of preauthorized ACH transfers to a designated Recipient based on “Rules” that you set within the Service.
When you authorize a payment, funds will be withdrawn from your Funding Account. Funds withdrawn from your Funding Account are held in a pooled account established by, in the name of, and held at, the Bank Partner. These funds are later transferred from the pooled account to your designated Recipient. It is important you understand that you do not have access to, or control over, the pooled account. The pooled account does not pay you interest. Funds held in the pooled account are not eligible for Federal Deposit Insurance Corporation insurance.
We may offer you our Services, including this Feature, through our Bank Partner and one or more service providers we engage to render some or all of our Services to you. You agree that we have the right under these Terms of Service to delegate to our Bank Partner and service providers some or all of the rights and performance obligations we have under these Terms of Service, and that our Bank Partner and service providers will be entitled to all the rights and protections that these Terms of Service provide to us. You authorize us to share any information you provide or that we obtain relating to this Feature with our Bank Partner or any other party we use to provide this Feature. We may change bank partners or other parties we use to provide our Services.
Authorization. When you initiate a payment using this Feature, you authorize us and our Bank Partner to debit your Funding Account for the amount of your request. You also authorize us and our Bank Partner to initiate payments to your designated Recipient. To the extent applicable, you also authorize us and our Bank Partner to debit any fees owed to us as a result of your use of the Service. Any applicable fees will be presented to you separately.
Limits. We may set a maximum dollar amount or frequency limitations on payments or other restrictions if we reasonably believe restrictions are necessary or advisable for security reasons or to prevent misuse, fraud, an illegal act, or for any other reason. You may not use our Service to transfer funds outside of the U.S. The financial institution that holds your Funding Account or Recipient’s account may impose dollar amount, frequency, or velocity limitations on your ability to withdraw, transfer, or deposit funds. We are not liable for our inability to complete a transaction due to any such limitation.
Timing. To help ensure that there is enough time for funds to be delivered to the Recipient per your instructions, we may impose a “cutoff time” by which time you must authorize the payment.
Stopping Payments. Your authorization to transfer funds or make a payment will remain in effect unless you timely notify us that you wish to revoke your authorization. Once you have authorized a transaction, we cannot guarantee that you may cancel the transaction, that we can reverse the transaction, or that we can provide you a refund, except as required by law. If you wish to revoke your authorization for a preauthorized, recurring transfer, you must notify us at least three (3) Business Days (as defined below) in advance of the scheduled transaction by contacting us at firstname.lastname@example.org or by cancelling the transaction within the Service. Our “Business Days” are Monday through Friday. Holidays are not included.
Questions, Errors, Lost Credentials. ALL QUESTIONS ABOUT TRANSACTIONS MADE THROUGH THIS FEATURE CAN BE DIRECTED TO US, IN ADDITION TO THE BANK OR OTHER FINANCIAL INSTITUTION WHERE YOU HAVE YOUR FUNDING ACCOUNT. We are responsible for this Feature and for resolving any errors we caused.
You acknowledge and agree that if your payment instructions identify an account by name and account number, those payment instructions may be executed by reference to the account number only, even if the account number does not correspond to the account name. You further acknowledge and agree that financial institutions holding the account may choose to not investigate discrepancies between account names and account numbers and that we have no responsibility to investigate discrepancies between account names and account numbers.
We will not send you a periodic statement listing transactions that you make through this Feature. The transactions will appear on the Funding Account statement issued by your bank or other financial institution. WE URGE YOU TO SAVE ANY RECEIPTS OR INFORMATION WE MAKE AVAILABLE TO YOU WHEN YOU USE THIS FEATURE AND CHECK THEM AND YOUR Candidly ACCOUNT HISTORY IN THE SERVICE AGAINST THE FUNDING ACCOUNT STATEMENT YOU RECEIVE FROM YOUR BANK OR OTHER FINANCIAL INSTITUTION. If you have any questions about one of these transactions, contact us at email@example.com. IF YOUR CREDENTIALS TO ACCESS THIS FEATURE ARE LOST OR STOLEN, NOTIFY US AT ONCE by writing to us at firstname.lastname@example.org.
As long as you inform us within four (4) Business Days after you learn of the loss or theft of your credentials, you can lose no more than $50 if someone used your credentials without your permission. If you do NOT inform us within four (4) Business Days after you learn of the loss or theft of your credentials, and we can prove we could have stopped someone from using your credentials without your permission if you had informed us, you could lose as much as $500.
Unauthorized Transactions. You must notify us immediately if you suspect or believe that a transaction has occurred through this Feature that you did not authorize or if you believe an incorrect amount was authorized. You may contact us at email@example.com. If your Funding Account statement provided by your financial institution shows payments you did not make, inform us at once. If you do not inform us within 60 days after the statement or history was transmitted or made available to you, you may not be entitled to the return of money you lost after the 60 days if we can prove that we could have stopped someone from taking the money if you had informed us in time. If a good reason (such as an extended medical incapacity) prevented you from informing us, we will extend the time period. If you initially provide information to us by telephone, we may require that you send your complaint or question in writing within 10 Business Days. You will be asked and are required to provide us with the following information: your name; the email address registered for this Feature; a description (including dollar amount) of the transfer you are unsure about; an explanation of why you believe it is an error or why you need more information; a reference/transaction ID; an explanation why you believe there was an unauthorized transaction or error; and any other information we reasonably request. We will use our reasonable best efforts to determine whether an error occurred within 10 Business Days after you inform us and we will use our reasonable best efforts to correct any error promptly. If we need more time, however, we may take up to 45 days to investigate your complaint or question. If we decide that we require more time to investigate your claim, we will credit your account within 10 Business Days for the amount you have informed us is in error, so that you will have the use of the money during the time it takes us to complete our investigation. If we provisionally credit your account and we determine that no error occurred, we may reverse the credit. If we ask you to submit your complaint or question in writing and we do not receive it within 10 Business Days, we may not credit your account.
For errors involving new accounts, we may take up to 60 days to investigate your complaint or question. For new accounts, we may take up to 20 Business Days to credit your account for the amount you think is in error.
We will use our reasonable best efforts to inform you of the results within three (3) Business Days after completing our investigation. If we decide that there was no error, we will send you an explanation. You may ask for copies of the documents that we used in our investigation.
Incomplete Transfers. Except to the extent required by applicable law, we will not be liable for any losses, such as penalty interest, late fees, overdraft fees, and other damages resulting from our failure to complete a transfer. We may not complete a transfer, for instance:
- if you do not have enough money in your Funding Account;
- if the payment is rejected or returned by the Recipient or financial institution holding the Recipient’s account;
- if you have provided incorrect information;
- if the Funding Account is closed or the funds otherwise cannot be accessed by us;
- if we provided notice that this Feature is unavailable;
- due to circumstances beyond our control (for example, fire, flood, interference from an outside source or any failure by your computer, software, or Internet connection); or
- based on other exceptions stated in these Terms of Service.
If we cannot complete a transfer, you agree that we may reverse any credit we advanced to your Recipient on your behalf, and you agree to indemnify us against any claims arising out of such reversals. If we are unable to reverse an advance made on your behalf, you agree that we may seek repayment from you, as permitted by law, for example by re-initiating a debit from your Funding Account, or offsetting the advance by debiting another account you linked to our your Candidly account.
Confidentiality. We will disclose information to third parties about payments you initiate or make:
- as necessary to complete payments or provide this Feature;
- in order to verify the existence and condition of your Funding Account for a third party, such as a credit bureau or merchant;
- in order to comply with government agency or court orders;
- if you give us your written permission;
- with our Bank Partner or any other third party we use to provide this Feature; or
- as provided elsewhere in these Terms of Service.
Receipt of Communications and Notices. As discussed above, you agree that we may provide communications and notices to you by electronic means, for example, by posting it on our website, sending you an in-app message, sending you a text message, or via email. We may also contact you by mail at any postal address that you have provided us. All Notices (as defined below) by any of these methods will be deemed received by you no later than the earlier of when received, or 24 hours after sent or posted, except for notice by postal mail, which will be deemed received by you no later than the earlier of when received, or three (3) Business Days after it is mailed.
Intellectual Property Rights
Service Content, Software and Trademarks: You acknowledge and agree that the Service may contain content or features that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws (the “Service Content”). Except as expressly authorized by Candidly, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own Provided Content (as defined below) that you legally upload to the Service. You may not remove or alter any proprietary notices or marks on the Service or any portion thereof. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping, or similar data gathering or extraction methods. Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of Candidly, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Candidly.
The Candidly, inspHIRE IO, and other names and logos, are trademarks and service marks of inspHIRE IO Corp. (collectively the “Candidly Trademarks”). Other Candidly product and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Candidly. Nothing in these Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Candidly Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of Candidly Trademarks will insure to our exclusive benefit.
Third-Party Material: Under no circumstances will Candidly be liable in any way for any content or materials of any users or third parties, including, but not limited to, any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Candidly does not pre-screen content provided by you or third parties, but that Candidly and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Candidly and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Candidly, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
Provided Content Transmitted Through the Service: With respect to the Content you upload through the Service or share with others (collectively, “Provided Content”), you represent and warrant that you own all right, title and interest in and to such Provided Content, including, without limitation, all copyrights and rights of publicity contained therein, or that you otherwise have the right to grant the license set forth in this paragraph. You also acknowledge and agree that any Provided Content you Upload on the Service, including, without limitation, any personal information, can be made available to any Client of the Service, and we are not responsible for how others may use it. Such Provided Content is provided by you on a non-confidential basis. You are solely responsible for Provided Content and you retain all rights in Provided Content not expressly granted in these Terms of Service. By uploading any Provided Content you hereby grant and will grant Candidly, its affiliates, licensors and agents and its and their officers, employees, directors and agents (the “Candidly Parties”) a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your Provided Content in connection with the operation of the Service or the promotion, advertising or marketing thereof in any form, medium or technology now known or later developed.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information about the Service (“Submissions”), provided by you to Candidly are non-confidential and Candidly will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You acknowledge and agree that Candidly may preserve Provided Content and may also disclose Content, including but not limited to Provided Content, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to:
- comply with legal process, applicable laws or government requests;
- enforce these Terms of Service;
- respond to claims that any Content violates the rights of third parties; or
- protect the rights, property, or personal safety of Candidly, its users and the public.
You understand that the technical processing and transmission of the Service, including your Content, may involve:
- transmissions over various networks; and
- changes to conform and adapt to technical requirements of connecting networks or devices.
Copyright Complaints: Candidly respects the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Candidly of your infringement claim in accordance with the procedure set forth below.
Future Fuel.io will process and investigate Notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Candidly’s copyright agent (“Copyright Agent”) at firstname.lastname@example.org (Subject line: “DMCA Takedown Request”).
You may also contact us by mail at:
inspHIRE IO Corp.
228 Park Ave S., PMB 54085
New York, NY 10003-1502
To be effective, the notification must be in writing and contain the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
- a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Counter-Notice: If you believe that your Provided Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your Provided Content, you may send a written counter-notice containing the following information to the Copyright Agent:
- your physical or electronic signature;
- identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or disabled;
- a statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the Content; and your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within the State of New York, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Candidly will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 Business Days. Unless the copyright owner files an action seeking a court order against the content provider or Client, the removed content may be replaced, or access to it restored, in 10 to 14 Business Days or more after receipt of the counter-notice, at our sole discretion.
Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Candidly has adopted a policy of terminating, in appropriate circumstances and at Candidly’s sole discretion, Clients who are deemed to be repeat infringers. Candidly may also at its sole discretion limit access to the Service and/or terminate the accounts of any Client who infringes any intellectual property rights of others, whether or not there is any repeat infringement.
Social Networking Services
In addition, Candidly is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Social Networking Services. As such, Candidly is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Social Networking Services. Candidly enables these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation of any Social Networking Service.
By using the Service, you agree that we may communicate with you electronically via email or otherwise, regarding issues relating to your use of the Service. If we learn of a security system’s breach, we may attempt to notify you electronically by posting a notice on the Service or sending an email to you. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please notify us at email@example.com.
Indemnity and Release
You agree to release, indemnify and hold Candidly and all its constituents (the “Indemnitees”) harmless from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any Provided Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another; provided, that, the foregoing indemnity shall not apply to the extent any claims arise out of the applicable Indemnitee’s acts or omissions. If you are a resident of New Jersey, this section is intended to be only as broad and inclusive as is permitted under New Jersey law. If any portion of this section is held to be invalid under New Jersey law, the invalidity of such portion shall not affect the validity of the remaining portions of this paragraph. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
Disclaimer of Warranties
Your use of the service is at your sole risk. The service is provided on an “as is” and “as available” basis. Candidly expressly disclaims all warranties of any kind, whether express, implied or statutory, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.
Candidly makes no warranty that
- The service will meet your requirements,
- the service will be uninterrupted, timely, secure, or error-free,
- the results that may be obtained from the use of the service will be accurate or reliable, or
- the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations. In particular, if you are a resident of New Jersey, this section is intended to be only as broad and inclusive as is permitted under New Jersey law. If any portion of this section is held to be invalid under new jersey law, the invalidity of such portion shall not affect the validity of the remaining portions of this section.
Candidly does not employ, recommend or endorse any client, referral partner or employer, nor is it responsible for the conduct of any client, referral partner or employer.
For parties using the employee benefit, Candidly provides the service only to supply information and tools to assist the connection between users and employers so each of them can more easily make their own informed decisions. Candidly is not an employment agency or loan provider. While employers on our site have expressed an interest in assisting users in paying off student debt as part of their compensation package, Candidly makes no guarantees regarding any such benefits and the terms of any such compensation package are solely to be negotiated between the users and employers. Candidly is not liable for any damages or losses incurred related to the provision, or failure to provide or otherwise pay for, any student debt repayment agreements between or among employers and users.
Candidly is under no obligation to become involved in disputes between any employers and users, or between any customers and referral partners, or between any user and contributors, or between any client and any third party, or between any client and servicers arising in connection with the use of the service. This includes, but is not limited to, delivery of goods and services, and any other terms, conditions, warranties, or representations associated with student debt repayment and employment agreements offered by or among any employers or users. Candidly does not oversee the performance, quality or substance of any such agreements. Candidly does not endorse any submissions by users, contributors, customers or employers. You hereby release the Candidly parties, and successors in rights from claims, damages, and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to any such disputes and your use of the service.
Limitation of Liability
You expressly understand and agree that none of the Candidly parties be liable for any indirect, incidental, special, consequential, exemplary damages, or damages for loss of profits including but not limited to, damages for loss of goodwill, use, data or other intangible losses (even if any of the Candidly parties have been advised of the possibility of such damages), whether based on contract, tort, negligence, strict liability or otherwise, resulting from:
- the use or the inability to use the service;
- the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service;
- unauthorized access to or alteration of your transmissions or data;
- statements or conduct of any third party on the service; or
- any other matter relating to the service. In no event will Candidly’s total liability to you for all damages, losses or causes of action exceed one hundred dollars ($100).
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations set forth above may not apply to you. In particular, if you are a resident of New Jersey, this section is intended to be only as broad and inclusive as is permitted under New Jersey law. If any portion of this section is held to be invalid under New Jersey law, the invalidity of such portion shall not affect the validity of the remaining portions of this section. If you are dissatisfied with any portion of the service or with these terms of service, your sole and exclusive remedy is to discontinue use of the service.
Dispute Resolution By Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Agreement to Arbitrate: This Section entitled “Dispute Resolution By Binding Arbitration” is referred to in these Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Candidly, whether arising out of or relating to these Terms of Service (including any alleged breach thereof), the Service, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms of Service, you and Candidly are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
Prohibition of Class and Representative Actions and Non-Individualized Relief: You and Candidly agree that each of us may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. unless both you and Candidly agree otherwise, the arbitrator may not consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative, or class proceeding. Also, the arbitrator may award relief (including monetary, injunctive, and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s).
Pre-Arbitration Dispute Resolution: Candidly is always interested in resolving disputes amicably and efficiently, and most Client concerns can be resolved quickly and to the Client’s satisfaction by emailing customer support at firstname.lastname@example.org. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Candidly should be sent to inspHIRE IO, Attn. Candidly, 228 Park Ave S., PMB 54085, New York, NY 10003-1502 (“Notice Address”). The Notice must:
- describe the nature and basis of the claim or dispute and
- set forth the specific relief sought. If Candidly and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Candidly may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Candidly or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Candidly is entitled.
Arbitration Procedures: Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless Candidly and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Candidly agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Costs of Arbitration: Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $25,000 or less, at your request, Candidly will pay all Arbitration Fees. If the value of relief sought is more than $25,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Candidly will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Candidly will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
Confidentiality: All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
Severability: Without limiting the severability provision below in these Terms of Service, if a court or the arbitrator decides that any term or provision of this Arbitration Agreement other than Section (b) above is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Section (b) is invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Service will continue to apply.
Future Changes to Arbitration Agreement: Notwithstanding any provision in these Terms of Service to the contrary, Candidly agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending Candidly written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement.
You agree that Candidly, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service for lack of use or if Candidly believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service, or for any other reason. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Candidly may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these Terms of Service may be effected without prior notice, and acknowledge and agree that Candidly may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Candidly will not be liable to you or any third party for any termination of your access to the Service.
You may terminate your account at any time and for any reason by notifying us via email at email@example.com. Termination of your account will be effective within a commercially reasonable time after we receive notification from you.
You understand that your Provided Content may remain on the Service at Candidly’s discretion following the termination of your account unless you expressly request the removal of such Provided Content by contacting us at firstname.lastname@example.org. You understand that such content may remain on publicly viewable areas of the Service if other Clients have posted or reposted it, and that your Provided Content may remain on our servers or in our records after it is no longer viewable by Clients.
You agree that you are solely responsible for your interactions with any Client in connection with the Service and Candidly will have no liability or responsibility with respect thereto. Candidly reserves the right, but has no obligation, to become involved in any way with disputes between or among Clients.
U.S. Government Restricted Rights
The Service and Software are provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Service or Software by the Government constitutes acknowledgement of our proprietary rights in the Service and Software.
These Terms of Service constitute the entire agreement between you and Candidly and govern your use of the Service, superseding any prior agreements between you and Candidly with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content or third-party software. These Terms of Service will be governed by the laws of the State of New York without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Candidly agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within New York, New York. The failure of Candidly to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of these Terms of Service and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms of Service without the prior written consent of Candidly, but Candidly may assign or transfer these Terms of Service, in whole or in part, without restriction. The paragraph titles in these Terms of Service are for convenience only and have no legal or contractual effect.
Notices and Changes to Terms of Service
Notices to you may be made via either email or regular mail. The Service may also provide Notices to you of changes to these Terms of Service or other matters by displaying Notices or links to Notices generally on the Service.
We reserve the right, in our sole discretion, to change or modify portions of these Terms of Service at any time. You should periodically visit this page to review the current Terms of Service, so you are aware of any revisions to which you are bound. If we make any revisions, we will post them on this page and will indicate at the top of this page the date these Terms of Service were last revised. We will also notify you of any material changes, through a pop-up notice, email notification or through other reasonable means. Any such changes will become effective immediately. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service. If you do not agree to abide by these or any future Terms of Service, do not use or access (or continue to use or access) the Service.
Complaints About Our Service
If you have a complaint about our Service, please contact us via email at email@example.com.