Terms of Service

1. Acceptance of Terms & Registration

1.1
This User Terms of Service (the “TOS”) is an agreement between you and Gild, Inc. (“Gild” or “we”) that you must accept in order to use the content, website, and other services owned or operated by Gild (our “Services”). The TOS is applicable to you as a user of the Services (“you” or “user”). This document describes both your rights and your obligations as part of using the Services and it is important that you read it carefully. By using the Services, you agree to be bound by the terms and conditions described below.

1.2
You affirm that you are at least 18 years of age. Gild is not directed to anyone under the age of 18 so if you are under the age of 18 you are not permitted to access or use the Services.

1.3
If you are entering into this TOS on behalf of a company or business, you represent that you have the authority to bind such entity and its agents and affiliates to this TOS. In that case, the terms “you” or “your” shall also refer to such entity, its agents and affiliates, as applicable. If you do not have such authority, or if you do not agree with the terms of the TOS, you may not use the Services.

1.4
As our business evolves, Gild may change this TOS. If we make a material change to the TOS, we will provide you with notice either by emailing the email address associated with your account or by posting a notice on the Website (as defined below). You can review the most current version of the TOS at any time by visiting this page. The revised TOS will become effective on the date set forth in our notice, and if you use the Services after that date, your use will constitute acceptance of the revised TOS. If any change to this TOS is not acceptable to you, your only remedy is to cancel your account and stop using the Services.

1.5
You may be asked to create an account when using the Services. By creating an account, you represent that all required registration or other information you provide is truthful and accurate. When you create an account, you will be asked to choose a username and password for your account. You may not use a username or user profile that is used by someone else or that violates this TOS. You are responsible for maintaining the confidentiality of your password and for any and all use of your account.

Summary of Terms of Service

1.1
This version summarizes each section of the TOS in a nutshell. Please remember that you are agreeing to the full TOS and you must read the entire TOS.

If you decide to use the Gild Services, you agree to be bound to these terms of service, so please read this document carefully.

1.2-1.3
You have to be 18 years or older to use Gild. If you are using Gild on behalf of a company or business then “you” means your business and you must have the authority to represent the whole business entity.

1.4
These terms may change, and we will post the new terms on the Website and let you know via email of any material changes. If you keep using the Services after the terms change, then that means you accept the new terms.

1.5
You are responsible for all uses of your account, and you must keep your account secure and password confidential.

2. Description of the Services

The “Services” include but are not limited to the Gild website accessed at www.gild.com (the “Website”) and all software, applications, data, reports, text, images, and other content, functionality and services made available through the Website, including Third Party Content. Any new features added to or augmenting the Services are also subject to this TOS. Gild reserves the right to modify or discontinue the Services or any of its feature or functionality at any time without notice to you.

Summary of Terms of Service

“Services” mean the Gild website and all of its features available through it. Gild may change these Services at any time and may even discontinue it or parts of it at any time.

3. Use of the Services

3.1
Gild grants you a limited, personal, non-exclusive, non-sublicensable license to access and use the Services only for lawful, authorized purposes in accordance with this TOS and you shall not misuse the Services in any manner (as determined by Gild in its sole discretion). You shall comply with any codes of conduct, policies, or other notices Gild provides you or publishes in connection with the Services from time to time. Any rights not expressly granted herein are reserved by Gild.

3.2
You may not download, upload, print, display, perform, reproduce, publish, license, post, transmit, modify, create derivative works of, reverse engineer, disassemble, decompile, adapt, distribute, transfer, or exploit the Services in whole or in part without our express prior written authorization. Unless otherwise expressly permitted, sharing the Gild Services in any way with a third party is prohibited.

3.3
As part of using the Services, you may access content from a third party, including other users of the Services (“Third Party Content”). You understand that Third Party Content is not under the control of Gild and agree that Gild is not responsible for Third Party Content. Gild provides access to Third Party Content as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Content. You use the Services and all Third Party Content at your own risk and assume full responsible for any such use.

Summary of Terms of Service

3.1-3.3
You can use Gild only for lawful purposes and in strict accordance with this TOS, and this right ends upon termination of this TOS. Even though Gild may link to Third Party Content, Gild is not responsible for that content.

4. Content: License and Responsibilities

4.1
Your “Content” means any data, information and content stored, collected or transmitted via the Services by you, including without limitation resume information, personal resume videos, messages you send, profile information, pictures, videos, information, and anything else you enter or upload onto Gild.

4.2
You grant Gild rights in your Content for any purpose in connection with the Services. This permission includes allowing Gild the right to provide your Content to potential hiring parties and recruiters. This permission also includes allowing us to use third-party service providers (such as Amazon web services) in the operation and administration of the Services and the rights granted to us are extended to these third parties to the degree necessary in order for the Services to be provided.

4.3
You are responsible for your Content and all communications with others while using the Services. We may choose to review your Content for compliance with this TOS and our policies and guidelines, but you acknowledge that Gild has no obligation to monitor any Content or information on the Services. We are not responsible for the accuracy, appropriateness, or legality of your Content or any other information that you or other users may be able to access using the Services. You agree that Gild may remove or disable any Content from the Services at any time for any reason or for no reason at all.

Summary of Terms of Service

4.1-4.3
You grant Gild the right to use and share any Content you upload on the website for purposes in connection with the Services, such as sharing with hiring parties and recruiters.

Gild is not responsible for any Content. You are responsible for your Content, including making sure that you have the right to upload your Content to the Gild Website. You understand that Gild may remove or disable any Content at any time.

5. Prohibited Content and Prohibited Conduct

5.1
You agree that you will not post, exchange, make available, provide, or process any Prohibited Content. “Prohibited Content” includes Content that:

5.1.1
infringes third party rights, including any intellectual property rights (e.g., copyright, trademark, patent, and trade secret rights), publicity/privacy rights, contract rights or otherwise;
5.1.2
is knowingly false or intended to mislead, confuse, impersonate or deceive others;
5.1.3
promotes illegal, violent, or harmful activities or substances;
5.1.4
is harassing, threatening or insulting to others;
5.1.5
violates any law, including without limitation privacy rules, regulations, and best practices;
5.1.6
is defamatory, obscene, pornographic, vulgar or offensive;
5.1.7
involves the transmission of “junk mail,” or unsolicited mass mailings; or
5.1.8
creates liability for Gild or otherwise violates this TOS.

5.2
You agree that you will not initiate, engage in, or encourage any Prohibited Conduct in connection with your use of our Services. “Prohibited Conduct” includes doing things like:
5.2.1
introducing any viruses, trojan horses, worms, logic bombs or other material that is malicious or technologically harmful otherwise attack or interfere with the Services;
5.2.2
attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Services, the server on which the Services is stored, or any server, computer or database connected to the Services or use any robot, spider or other automatic device, process or means to access the Services for any purpose;
5.2.3
restricting or inhibiting any other user from using and enjoying the Services;
5.2.4
promoting, encouraging, advocating, or providing information about illegal activities;
5.2.5
harassing or threatening other users;
5.2.6
impersonating another person or representing yourself as affiliated with us or other industry professionals;
5.2.7
soliciting passwords, account information or other personal information from other users;
5.2.8
conducting commercial activities and/or promotions or advertisements;
5.2.9
using the Services for fraudulent transactions or for any purpose that violates any applicable local, state, national, or foreign laws, regulations, or treaties; or
5.2.10
otherwise creating liability for Gild.

Summary of Terms of Service

5.1-5.2.10
When using the Gild Services, please be respectful of the rights of others and of Gild. Do not upload any Content that you do not own or have a right to upload. Do not upload Content that is offensive, false, violent, harmful or illegal. Do not use the Website for any unlawful or harmful purposes or for anything other than Gild’s intended uses. Do not hack, technologically compromise, or otherwise interfere with the Gild Services and its intended purposes.

6. Intellectual Property and Ownership

6.1
You acknowledge that all intellectual property rights, including trademark, copyright, patent, and trade secret rights, in our Services, and the underlying technology are owned by Gild and our licensors and suppliers and are protected by intellectual property laws throughout the world.

6.2
Except for the licenses granted in this TOS, you retain any intellectual property rights in your original Content.

Summary of Terms of Service

6.1-6.2
Except for the licenses we grant each other in this TOS, Gild’s retains ownership in the Gild Services, and you retain ownership in your Content.

7. Feedback

If you provide any suggestions, ideas, feedback, or recommendations to us regarding our Services (“Feedback”), we may use this Feedback for any purpose and without any obligation to you. By providing us with Feedback, you grant us a worldwide, perpetual, irrevocable, fully-paid and royalty-free license to use and exploit in any manner any and all Feedback.

Summary of Terms of Service

Gild appreciates your Feedback on its Services, and if you do provide Feedback, you agree to let Gild use it for any purpose and without any obligation to you..

8. Privacy

Please refer to our Privacy Policy located at http://www.gild.com/privacy-policy/, which is incorporated herein as part of these TOS, for information on how we collect, use and disclose information we receive from you.

Summary of Terms of Service

Please read our Privacy Policy located at http://www.gild.com/privacy-policy/, for information on how Gild uses the data we collect from you.

9. Copyright Policy

9.1
It is our policy to remove, or disable access to, material that infringes any copyright on our Services after we have been notified by the copyright owner or the copyright owner’s legal agent of the infringement. It is also our policy to terminate a repeat infringer’s access to the Services. If you believe that your work has been copied and posted on through our Services in a way that constitutes copyright infringement, please provide our copyright agent, listed below, with the following information:

9.1.2
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
9.1.3
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
9.1.4
an identification of the copyrighted work that you claim has been infringed;
9.1.5
a description of where the material that you claim is infringing is located on our Sites or through our Services;
9.1.6
your address, telephone number, and e-mail address;
9.1.7
a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or law;
9.1.8
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
9.1.9
Notice of claims of copyright infringement should be sent to our copyright agent: Janet Lawson, janet@gild.com

Summary of Terms of Service

9.1-9.1.9
Gild will remove material that infringes on any copyright upon proper notice to Gild. Repeat infringers will be restricted from using Gild. If you believe your work has been copied, please notify our copyright agent in writing by following the instructions in Section 9 in the TOS.

10. Third Party Services Our Services

Our Services may contain links to products and services of third parties (“Third Party Services”). These Third Party Services are not under our control, and we are not responsible for their content, goods, services, performance, operation, availability, business practices or policies. We are making these Third Party Services available to you only as a convenience but we do not imply any endorsement or recommendation of such. If you access any of these Third Party Services, you do this entirely at your own risk and any charges or obligations you incur in your dealings with these third parties are your responsibility. The websites available through the Third Party Services are subject to their own terms and policies, including privacy and data gathering practices.

Summary of Terms of Service

Gild may link to third-party websites. Those sites are not under Gild’s control and have their own terms and policies separate from these terms, which you should read. You access those third-party websites at your own risk.

11. Termination

11.1
Termination by you. You can terminate your account at any time by deactivating your account or by providing notice of termination to Gild.

11.2
Termination by Gild. We reserve the right to terminate or suspend your account or your access to any or all portions of the Services at any time, for any reason, including but not limited to your violation or breach of any provision in this TOS.

11.3
Effect of Termination. If your account or access to our Services is terminated, you will have no further right to access your account or our Services and all Content will no longer be accessible to you. The following sections survive termination of this TOS: 4.2, 4.3, 6, 7, 8, 9, 11.4, 11.5, 12, 13, 14, 15, 16 and any other section or sub-section that by its nature reasonably survives termination of this TOS.

11.4
Gild reserves the right to investigate and take appropriate action and report any illegal conduct.

11.5
Gild reserves the right to access and disclose any information it considers necessary or appropriate, in order to cooperate with governmental requests, subpoenas or court orders, to protect our systems, service providers, partners, and other users, or to ensure the integrity and operation of our business and Services.

Summary of Terms of Service

11.1-11.5
You may deactivate your account at any time and Gild may also terminate or suspend access to your account at any time. If your access is terminated, you will not be able to access the Content on your account. Gild has the right to report illegal conduct and will cooperate with law enforcement authorities if necessary.

12. Disclaimer

The Services, including all Content, Third Party Content, data, and any information therein are provided on an “AS IS” and “AS AVAILABLE” basis and we do not represent, warrant, or guarantee that the Services will provide a specific result or be provided uninterrupted, accurate, error-free, virus-free, or that defects will be corrected. Gild does not provide any type of support. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GILD DISCLAIMS ALL WARRANTIES REGARDING THE SERVICES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE OR USE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, OR CURRENTNESS. Your access and use of our Services as well as your access to and use of Third Party Services and Third Party Content is at your own risk.

Summary of Terms of Service

Gild cannot guarantee that everything will work perfectly or that the Services will provide specific results. Gild does not make any warranties about the Services, including any Content. You are using the Gild Services “AS IS” and at your own risk and understand that Gild is not required to provide any support.

13. Limitation of Liability

GILD WILL NOT BE LIABLE IN ANY WAY FOR ANY CLAIM, DAMAGE, COST, LIABILITY, OR LOSS OF ANY KIND, INCLUDING LOSS OR DAMAGE TO YOUR BUSINESS, YOUR ACCOUNT, YOUR CONTENT, YOUR EMPLOYMENT, OR OTHER DATA OR INFORMATION, OR PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE, ARISING FROM OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES FOR ANY REASON. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GILD WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS PROFITS) ARISING FROM OR RELATING TO THIS TOS, OUR SERVICES, OR ANY CONTENT, THIRD PARTY CONTENT OR ANY THIRD PARTY SERVICES, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL GILD BE LIABLE FOR MORE THAN THE AMOUNT PAID BY YOU TO GILD, IF ANY, IN THE MONTH DIRECTLY PRECEDING THE CLAIM OR $50, WHICHEVER IS GREATER. Some jurisdictions do not allow the exclusion of certain warranties or damages, so the limitations above may not apply to you. IN SUCH JURISDICTIONS, THE FOREGOING LIMITATIONS WILL BE ENFORCED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

Summary of Terms of Service

Gild is not liable in any way for any loss or damage that may arise from the use of the Gild Services and you cannot recover any damages from Gild for use of the Services.

14. Indemnification

You agree to defend, indemnify, and hold Gild and its third party suppliers and users harmless from any claim, liability, loss, injury, damage, cost, or expense (including attorneys’ fees) incurred by us arising out of or relating to (i) your use of the Services, (ii) any Content you provide; or (iii) your violation or breach of any provision of this TOS or your violation of any rights of a third party.

Summary of Terms of Service

Gild is not responsible for your uses of the Gild Services or for your Content. If you do something that causes a third party to sue Gild for a harm relating to your use of the Services or your Content, then you are responsible for handling that claim and paying for all the costs relating to that claim.

15. Resolving Disputes

Most user concerns can be resolved quickly and to the users’ satisfaction by emailing support@gild.com. In the unlikely event we are unable to resolve your complaint to your satisfaction informally, we each agree to resolve those disputes through binding arbitration or in small claims court rather than in a court of general jurisdiction. By entering into this TOS, you and Gild agree as follows:

15.1
We Both Agree To Arbitrate. You and Gild agree to resolve any claims relating to this TOS through final and binding arbitration as provided herein, except as set forth under Exceptions to Agreement to Arbitrate below.

15.2
Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by making a written request to opt-out by emailing Gild at support@gild.com or mailing a request to 465 California Street, Suite 1200 San Francisco, CA, 94104 within 30 days of first accepting this TOS.

15.3
Notice of Demand. A party who intends to seek arbitration must first send, by U.S. certified mail, a written Notice of Dispute (“Notice”) to the other party. A Notice to Gild should be addressed to: Notice of Dispute, Legal Counsel, Gild, Inc. 465 California Street, Suite 1200 San Francisco, CA, 94104 (the “Notice Address”). The Notice must (a) describe the nature and basis of the claim or dispute and (b) set forth the specific relief sought (“Demand”). If Gild and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Gild may commence an arbitration proceeding.

15.4
Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes, which are available online at www.adr.org. The arbitration will be held in the United States county where you live or work, San Francisco (CA), or any other location we agree to.

15.5
Arbitration Fees and Incentives. The AAA rules will govern payment of all arbitration fees. Gild will pay all arbitration fees for claims less than $75,000. If you receive an arbitration award that is more favorable than any offer we make to resolve the claim, we will pay you $1,000 in addition to the award. Gild will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.

15.6
Exceptions to Agreement to Arbitrate. Either you or Gild may assert claims, if they qualify, in small claims court in San Francisco (CA) or any United States county where you live or work. Further, Gild may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services without first engaging in arbitration or the informal dispute-resolution process described above.

15.7
No Class Actions. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations or claims aren't allowed.

15.8
Judicial forum for disputes. In the event that the agreement to arbitrate or any provision herein is found not to apply to you or your claim, you and Gild agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of San Francisco County (CA). Both you and Gild consent to venue and personal jurisdiction there.

Summary of Terms of Service

15.1-15.8
If you have any concerns or complaints regarding the Gild Services, please send an email to support@gild.com and Gild will do its best to resolve your complaint. If we cannot resolve a problem informally, you and Gild each agree to resolve any dispute through binding arbitration, and you and Gild are each waiving the right to a trial by jury or to participate in a class action. Arbitration will be governed by Section 15 of the TOS and the AAA Rules, which are available online at www.adr.org. You can opt-out of arbitration by following the directions Section 15.2.

16. General Provisions

This TOS, along with the Privacy Policy, constitute the entire agreement between you and Gild regarding your use of our Services, which supersede and replace any prior written or oral agreements regarding the foregoing. Our failure to exercise or enforce any right or provision in this TOS is not a waiver of such right or provision. If any provision in this TOS, for any reason, is held to be invalid or unenforceable, the other provisions will continue, unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. The rights or obligations to use the Services are personal to you and are not assignable, and any such attempted assignment or transfer shall be void and without effect. This TOS will be governed and interpreted by and under the laws of the State of California, without giving effect to any conflicts of laws principles that would require the application of the law of a different state or jurisdiction.

Summary of Terms of Service

This TOS, as well as the Privacy Policy, constitute the entire agreement between you and Gild. If some provisions of the agreement are unenforceable for any reason, the rest of the agreement is unaffected and remains binding on you. This TOS is personal to you and you cannot transfer any rights or obligations to another person. This TOS is governed by the laws of the state of California.

17. Contacting Us

If you have any questions about this TOS, please contact us at support@gild.com.

Summary of Terms of Service

Contact Gild at support@gild.com with any questions.