Terms & Conditions
In using this website you are deemed to have read and agreed to the following terms and conditions:
The following terminology applies to these Terms & Conditions(“T&Cs”), Privacy Statement and any disclaimer notice and any or all Agreements: "User", “You” and “Your” refers to you, the person accessing this website and accepting the Company’s terms and conditions, whether you are looking to hire or being hired. "The Company", “Ourselves”, “We” and "Us", refers to our Company, MicroAgility Consulting Platform LLC. iAgility is a platform for connecting consultants and professionals with sophisticated clients. “Party”, “Parties”, or “Us”, refers to both the User and ourselves, or either the User or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the User in the most appropriate manner, for the express purpose of meeting the User’s needs in respect of provision of the Company’s stated services, in accordance with and subject to, prevailing United States Law. Any use of the above terminology or other words in the singular, plural, capitalisation and/or he/she or they, are taken as interchangeable and therefore as referring to same.
These Website Terms & Conditions apply to your access and use of www.iAgility.com (the “Site”), including all software, data, reports, text, images, sounds, video, and content made available through any portion of the Site (collectively, the “Content”). Content includes all such elements as a whole, as well as individual elements and portions thereof.
If you are entering into these T&Cs on behalf of a company or other legal entity (“User Entity”), you must have the legal authority to contractually bind such User Entity to these T&Cs, in which case the terms “you” or “your” or “User” will refer to such User Entity. If you lack such legal authority to contractually bind or you do not agree with these T&Cs, you must not accept these T&Cs or access or use the site or content.
1.1 User (as a professional) acknowledges that, in the course of performing work for a client's Project through this platform, User may come into possession of business information or other confidential or proprietary information of Client (“Confidential Information”). User agrees that Confidential Information is the sole property of Client and further agrees to treat all such Confidential Information as confidential and will not disclose such information to third parties during and/or after the term of the Project except with Client's written approval, and only to the extent necessary to perform the Project through the Services. This prohibition also applies to User's employees, agents, and subcontractors. At the termination of the Project, User shall promptly return to Organization, or certify destruction of, all copies of Confidential Information furnished by Client and all material prepared for or in connection with the Project in his/her possession. This obligation of confidentiality shall survive completion of the Project.
2. T&Cs Updates
2.1 Company reserves the right, at its sole discretion, to change or modify portions of these T&Cs at any time. Company will post the changes to these T&Cs on the Site and will indicate at the top of this page the date these terms were last revised. It is your responsibility to check the T&Cs periodically for changes. Your continued use of the Site and Content after the date any such changes become effective constitutes your acceptance of the new or revised T&Cs.
3. General Conditions/Access and Use
3.1 Authorization to Access and Use Site and Content
3.1.1 In consideration of your use of the Services, you agree to: (i) provide true and accurate information about yourself as prompted by the Service's application form ("Application Data") and (ii) maintain and promptly update the Application Data to keep it current and complete. If you provide any information that is untrue or inaccurate or Company has a reasonable ground to suspect that such information is untrue or inaccurate, Company has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).You are responsible for safeguarding the password that you use to access the Services and for any activities or actions under your password. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above.
3.2 Ownership and Restrictions
3.2.1 All rights, title and interest in and to the Site and Content will remain with and belong exclusively to Company. You will not (a) sublicense, resell, rent, lease, transfer, assign, time share or otherwise commercially exploit or make the Site and any Content available to any third party, (b) use the Site and Content in any unlawful manner (including without limitation in violation of any data, privacy or export control laws) or in any manner that interferes with or disrupts the integrity or performance of the Site and Content or their related components, or (c) modify, adapt or hack the Site and Content to, or try to, gain unauthorized access to the restricted portions of the Site and Content or related systems or networks (i.e., circumvent any encryption or other security measures, gain access to any source code or any other underlying form of technology or information, and gain access to any part of the Site and Content, or any other products or services of Company that are not readily made available to the general public).
3.2.2 You are not permitted to copy, modify, frame, repost, publicly perform or display, sell, reproduce, distribute, or create derivative works of the Site and Content, except that you may download, display, and print one copy of the publicly available materials (i.e., the Content that does not require an Account name or password to access) on any single computer solely for your personal, non-commercial use, provided that you do not modify the material in any way and you keep intact all copyright, trademark, and other proprietary notices. You agree not to access the Site or Content by any means other than through the interface that is provided by Company to access the same. You may not use any “page-scrape,” “deep-link,” “spider,” or “robot or other automatic program, device, algorithm or methodology, or any similar manual process, to access, copy, acquire, or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the presentation or navigational structure of the Site or any Content, to obtain or attempt to obtain any Content or other information through any means not made generally available through the Site by Company. Company reserves the right to take any lawful measures to prevent any such activity. You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to Company on or through the Site or any service offered on or through the Site. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.
3.3 Responsibility for Your Data
3.3.1 You are solely responsible for all data, information and other content, that you upload, post, or otherwise provide or store (hereafter “post(ing)”) in connection with or relating to the Site.
3.4 Reservation of Rights
3.4.1 Company and its licensors each own and retain their respective rights in and to all logos, company names, marks, trademarks, copyrights, trade secrets, know-how, patents and patent applications that are used or embodied in or otherwise related to the Site and Content. Company grants no rights or licenses (implied, by estoppel, or otherwise) whatsoever to you under these T&Cs.
4. Use of Intellectual Property
4.1 Rights in User Content
4.1.1 By posting your information and other content (“User Content”) on or through the Site and Content, you grant Company a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform User Content in connection with the Site and Content. Company has the right, but not the obligation, to monitor the Site and Content and User Content. Company may remove or disable any User Content at any time for any reason, or for no reason at all.
4.2 Unsecured Transmission of User Content
4.2.1 You understand that the operation of the Site and Platform, including User Content, may be unencrypted and involve transmission to Company’s third party vendors and hosting partners to operate and maintain the Site and Content. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of User Content. Company will have no liability to you for any unauthorized access or use of any of User Content, or any corruption, deletion, destruction or loss of any of User Content.
4.3.1 You may submit ideas, suggestions, or comments (“Feedback”) regarding the Site and Content or Company’s business, products or services. By submitting any Feedback, you acknowledge and agree that (a) your Feedback is provided by you voluntarily and Company may, without any obligations or limitation, use and exploit such Feedback in any manner and for any purpose, (b) you will not seek and are not entitled to any money or other form of compensation, consideration, or attribution with respect to your Feedback regardless of whether Company considered or used your Feedback in any manner, and (c) your Feedback is not the confidential or proprietary information of you or any third party.
5. Your Representations and Warranties
5.1 You represent and warrant to Company that your activity on the Site and Company’s possession and use of User Content as contemplated in these T&Cs do not and will not violate, infringe, or misappropriate any third party’s copyright, trademark, right of privacy or publicity, or other personal or proprietary right, nor does User Content contain any matter that is defamatory, obscene, unlawful, threatening, abusive, tortious, offensive or harassing.
6. Termination of Access Due to Violations
6.1 Company may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if we determine that you have violated these T&Cs or other agreements or guidelines which may be associated with your use of the Site. You also agree that any violation by you of these T&Cs will cause irreparable harm to Company, for which monetary damages would be inadequate, and you consent to Company obtaining any injunctive or equitable relief that Company deems necessary or appropriate in such circumstances, without limiting Company’s other available remedies. Further, Company may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) discontinuance or material modification of the Site or any service offered on or through the Site, or (3) unexpected technical issues or problems.
7. NO WARRANTIES AND DISCLAIMER BY COMPANY
7.1 THE SITE AND CONTENT, AND ALL SERVER AND NETWORK COMPONENTS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND COMPANY EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY REPRESENTATIONS OR WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. YOU ACKNOWLEDGE THAT COMPANY DOES NOT WARRANT THAT YOUR ACCESS OR USE OR BOTH OF THE THE SITE AND CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, AND COMPANY DOES NOT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE AND CONTENT, AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM COMPANY OR THROUGH THE SITE AND PROPERTY WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE T&Cs.
7.2 Company reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, for any reason; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
8. LIMITED LIABILITY
8.1 Exclusion of Damages and Limitation of Liability
8.1.1 Company does not charge fees for you to access and use the Site and Content pursuant to these T&Cs. As consideration for your free access and use of the Site and Content pursuant to these T&Cs, you further agree that COMPANY WILL NOT BE LIABLE TO YOU FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS OR THE LIKE) ARISING OUT OF OR RELATING TO THIS T&Cs, INCLUDING WITHOUT LIMITATION, YOUR USE OR INABILITY TO USE THE SITE, PLATFORM, MATCHING SERVICES, CONTENT, PROPRIETARY INFORMATION, OR ANY INTERRUPTION OR DISRUPTION OF SUCH USE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY OR OTHERWISE). THE AGGREGATE LIABILITY OF COMPANY WITH REGARD TO THIS T&Cs WILL IN NO EVENT EXCEED USD$1.00.
8.1.2 Jurisdictional Limitations
Some states and other jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE STATES, COMPANY’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
9. Dispute Resolution; Jury Waiver
9.1 THESE T&Cs ARE MADE UNDER, AND WILL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF NEW JERSEYAPPLICABLE TO AGREEMENTS MADE AND TO BE PERFORMED SOLELY THEREIN, WITHOUT GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAW. In any action between or among any of the parties, whether arising out of these T&Cs or otherwise, each of the parties irrevocably and unconditionally (a) consents and submits to the exclusive jurisdiction and venue of the state and federal courts located in New Jersey; and (b) WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY TRANSACTIONS CONTEMPLATED HEREBY.