Welcome, and thanks for using Top 40 Law Firms jobs posting platform and related products and services (the “Jobs Posting Services”). You agree that by signing up for, or otherwise using the Jobs Posting Services, you are entering into a legal binding agreement (even if you are using Jobs Posting Services on behalf of a company). The Jobs Posting Services allow your postings to be served on Web site of Top 40 Law Firms and enabled third parties (collectively, “Web site”), e.g., Web sites and mobile applications. The Jobs Posting Services allow postings to be targeted to Top 40 Law Firms members based on non-personally identifiable criteria (e.g., company, industry, job function, and supplied email).

1. Agreement

In addition to the Top 40 Law Firms User Agreement, Privacy Policy, these Jobs Posting Terms and Conditions apply to the access and use of the Jobs Posting Services. Additional terms may apply to specific features of the Jobs Posting Services, and such terms will be presented when you engage with such features. To the extent of any conflict between different agreements that you have with Top 40 Law Firms, these Jobs Posting Terms and Conditions and any feature-specific terms govern with respect to the use of the Jobs Posting Services.

If you are accessing or using the Jobs Posting Services on behalf of a business or third party, you represent and warrant that you have the authority to do so and to bind that business or third party to these Jobs Posting Terms and Conditions, and your agreement to these Jobs Posting Terms and Conditions will be treated as their respective agreement. In this event, Top 40 Law Firms may hold you responsible for violations of this agreement by that business or third party, and “you,” “your” and “party” will also refer and apply to that business or third party.

2. Jobs Posting Services

The Jobs Posting Services is intended to help you reach quality candidates for job opportunities. You are responsible for (i) all postings and content therefor submitted by or on your behalf through the Jobs Posting Services or otherwise to Top 40 Law Firms, including but not limited to the job descriptions, creatives, trademarks, logos, images, URLs and pixels that comprise the postings or content therefor (collectively, your “Postings”); and (ii) all content and property to which Postings may direct viewers, as well as redirects (“Destinations”).

If you identify that you are using the Jobs Posting Services on behalf of a business, you agree that Top 40 Law Firms may share information about your use of the Jobs Posting Services with that business, including its representatives and agents. If that business indicates that you are no longer authorized to place ads on its behalf (e.g., if you leave that business or changes roles within that business), you agree you may be removed from accounts associated with that business. You may not resell or transfer access to the Jobs Posting Services to any other party.

Each Posting must be for one (1) job opportunity; it is not permitted for a Posting to solicit applications for more than one position.

Without limiting the prohibitions in the User Agreement or any other applicable agreement, you agree that you will not, and you will not enable or authorize any third party, by virtue of the Postings, Destinations, or use of the Jobs Posting Services, to:

YOU WILL NOT MAKE OR DO THE FOLLOWING JOB OFFERS:

• Create Postings without a reasonable and legitimate intent to hire for a bona fide job opportunity or the specific position listed.
• Create Postings that intentionally misrepresent the job, hiring company, or poster.
• Fail to clearly disclose in any Posting that a position is for an independent contractor or is part-time, piecework, commission-based, or has otherwise nontraditional working conditions or compensation may constitute intentional misrepresentation.
• Create Postings for “business opportunities” that require payments or recruitment of others or that resemble franchises, multi-level marketing, club memberships, distributorships, or are entirely or almost entirely commission-based.
• Provide identifiable candidate resume or application data to any other parties.
• “Spam” or otherwise contact applicants for purposes other than related to the specific employment opportunity described in the posting.
• Harass, stalk, or contact any applicant after they have asked not to be contacted.
• Create Postings in the United States without possessing valid Federal or State Employer Identification Numbers, if applicable, or create Postings in any other location in a manner that would not allow compliance with applicable tax and employment laws.
• Create Postings for jobs that require applicants to pay for employment or otherwise bear costs related to employment in violation of applicable law.
• Soliciting employees by intentional misrepresentation.
• Create Postings, advertise employment positions, or otherwise engage in recruitment or hiring practices that would be a violation of the law in your state or country, the state or country where the job is to be performed, or the state of California.
• Engage in solicitations, communications or transactions that violate any applicable laws or regulations related to the prohibition of employment discrimination, or that violate applicable laws governing legal eligibility to work.
• Engage in illegal or fraudulent conduct.
• Except as expressly authorized by Top 40 Law Firms in writing, use any automated means or form of scraping or data extraction to access, modify, download, query or otherwise collect information from our Web site.
• Except as expressly authorized by Top 40 Law Firms in writing, copy, modify or create derivative works of the Jobs Posting Services or any related technology.
• Create Postings that contain malware, spyware or any other malicious code or otherwise interfere with the operation of the Jobs Posting Services of Top 40 Law Firms or any device or system or breach or circumvent any security measure of Top 40 Law Firms or a third party.

Top 40 Law Firms may, in its sole discretion, modify, or terminate any part or all of the Jobs Posting Services or suspend your ability to use the Jobs Posting Services. Top 40 Law Firms may reject or remove any Posting at any time for any reason, regardless of whether or not such Posting was previously accepted or served.

3. Cancellations

Top 40 Law Firms allows employers to cancel and remove your Job Posting at any time. We recommend you remove your Job Posting as soon as you have hired a new employee so that you will not receive any more inquiries. This helps us keep up-to-date active Job Posts.

4. Intellectual Property Rights and Privacy

You grant to Top 40 Law Firms a non-exclusive, worldwide, royalty-free, sublicensable and transferable license to use, copy, modify, distribute and publish your Postings in connection with the performance of the Jobs Posting Services (including for marketing and promotional purposes). You represent and warrant that you own or have all necessary rights (including intellectual property rights) to your Postings (including to grant the license above).

If you choose to provide suggestions or feedback to Top 40 Law Firms about Jobs Posting Services, you agree that Top 40 Law Firms can (but does not have to) use and share such feedback for any purpose without compensation to you. You may not disclose any information about Top 40 Law Firms metrics, member demographics or features. Top 40 Law Firms reserves all of its intellectual property rights in the Jobs Posting Services as further described in the User Agreement.

Each party will comply with applicable laws, self-regulatory rules, industry rules and governmental requirements (collectively, “Applicable Law”) relating to its performance of these terms, including privacy and security laws (e.g., the EU Data Protection Directive 95/46/EC and EU Directive 2002/58/EC, each as amended and implemented in various EU countries). Without limiting the generality of the foregoing, each party will prominently post a complete and accurate privacy policy on its web sites and in its mobile applications.

You may use information resulting from the Jobs Posting Services (“Jobs Posting Services Data”) only on an aggregate and anonymous basis to assess the performance and effectiveness of your candidate search using the Jobs Posting Services and to optimize your candidate search. You agree to use reasonable measures to protect the confidentiality of Jobs Posting Services Data and to use appropriate security safeguards to protect Jobs Posting Services Data in accordance with industry standards. You may share Jobs Posting Services Data only with someone acting on your behalf, provided that you are responsible for ensuring their respective compliance with the Agreement and for limiting their respective use of the Jobs Posting Services Data on your behalf. Without limiting the foregoing, you shall not (i) sell the Jobs Posting Services Data; (ii) combine the Jobs Posting Services Data with any data obtained by or on behalf of another employer; or (iii) except for use solely on your own behalf in a manner that does not identify the Jobs Posting Services Data as associated with Top 40 Law Firms, transfer any Jobs Posting Services Data (including anonymous, aggregate, or derived data) to any job search service, job postings board, data broker or other monetization related service.

5. Disclaimer of Warranties

To the extent allowed under law, in addition to disclaiming all implied warranties and other warranties as provided in the User Agreement, Top 40 Law Firms and its affiliates (as defined in the User Agreement) disclaim all warranties regarding the Jobs Posting Services, including but not limited to any warranty (a) about the accuracy of any candidate information (including but not limited to candidate applications, candidate identities, recommendations, connections, and references); (b) concerning information on which the Posting targeting categories are based (e.g. member profile information); (c) concerning the rate at which inventory for your Postings becomes available on the Web site; (d) concerning the results of your candidate campaigns and other uses of the Jobs Posting Services; or (e) that the Jobs Posting Services will be uninterrupted or error-free.

6. Indemnity

Notwithstanding any review or approval of any Posting by Top 40 Law Firms, you agree to indemnify Top 40 Law Firms and its affiliates (as defined in the User Agreement), and hold Top 40 Law Firms and its affiliates harmless from any damages, losses and costs (including, but not limited to, reasonable attorneys’ fees) related to third party claims or proceedings, arising out of or related to your Postings, Destinations, use of the Jobs Posting Services, any candidate hiring or employment decisions, and breach of these Jobs Posting Terms and Conditions.

7. Limitation of Liability

To the fullest extent permitted by law, neither party, including its respective affiliates, will be liable to the other in connection with these Jobs Posting Terms and Conditions for lost profits or lost business opportunities, loss of data, or any indirect, incidental, consequential, special or punitive damages.

Neither party, including its respective affiliates, will be liable to the other in connection with these Jobs Posting Terms and Conditions for an amount that exceeds the greater of (a) 5 times the total fees paid or payable to Top 40 Law Firms during the 1-month period before the event giving rise to the liability or (b) USD $25.00.

These limitations of liability do not apply to a party’s (i) confidentiality or indemnification obligations; (ii) liability for fraud, gross negligence or intentional misconduct; (iii) liability for death or personal injury; or (iv) violation of the other party’s intellectual property rights.

8. Miscellaneous

The provisions of the User Agreement relating to feature-specific terms, termination, interpretation, notice and assignability apply to these Jobs Posting Terms and Conditions and the Jobs Posting Services. Neither party relies on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether a party to these Jobs Posting Terms and Conditions or not) relating to the subject matter of these Jobs Posting Terms and Conditions, other than as stated in these Jobs Posting Terms and Conditions. These Jobs Posting Terms and Conditions do not create a partnership, agency relationship, employer relationship or joint venture between the parties.

Top 40 Law Firms may change the terms of these Jobs Posting Terms and Conditions by notice to you (for example, by a notice displayed in the Jobs Posting Services, email, text message or mail), and both parties agree that changes cannot be retroactive. If you do not agree to these changes, you must stop using our Jobs Posting Services. The following provisions of these Jobs Posting Terms and Conditions survive its termination: Sections 2 through 4, as well as Sections 6 through 8.

The Top 40 Law Firms entity entering into these Jobs Posting Terms and Conditions with you is determined pursuant to the Contracting Entity Terms. If an issue arises under these Jobs Posting Terms and Conditions (including non-contractual disputes or claims) and the contracting entity based on the Contracting Entity Terms is (a) Top 40 Law Firms Corporation, then these Jobs Posting Terms and Conditions are governed by the laws of the State of Arizona, and any action or proceeding (including those arising from non-contractual disputes or claims) related to these Jobs Posting Terms and Conditions will be brought in a federal court in the State of Arizona; Each party irrevocably submits to the jurisdiction and venue of the applicable court. The prevailing party in any litigation may seek to recover its legal fees and costs.

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