Terms of Service

Last Updated: March 21, 2019

GeniusMesh provides certain services, including but not limited to connecting students and alumni of particular universities with temporary engagement or permanent opportunities offered by alumni of such universities and various companies (the “Services”) via the GeniusMesh website offered from time to time at www.geniusmesh.com (the “Site”). The Company Service is owned and operated by GeniusMesh Corporation (“Company” “we” or “us”). Users may be referred to herein as “Job Seekers” or “University Alumni” or “Employers” who are companies offering employment opportunities

PLEASE READ THE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING ANY PART OF THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY ALL THE TERMS OF THE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, EXIT THIS PAGE AND DO NOT ACCESS OR USE THE SERVICE. USE OF THE SERVICE IS EXPRESSLY CONDITIONED UPON YOUR ACCEPTANCE OF THE TERMS OF SERVICE.

1. Updates to Terms of Service; Integration

We may, in our sole discretion, modify the Terms of Services via email or by posting notice on any part of the Service. The “Last Updated” date at the top the Terms of Service indicates when the latest modifications were made to the Terms of Service. By continuing to access and use the Service you agree to any such modifications. Therefore, you are responsible for reviewing and should become familiar with any such modifications. You are encouraged to review these Terms of Service periodically and to check the “Last Updated” date at the top of the Terms of Service for the most recent version. In addition, when using services or features on the Service, you will be subject to any posted guidelines or policies applicable to such services or features that may be posted from time to time, including but not limited to the Privacy Policy as noted below. All such guidelines or policies are hereby incorporated by reference into these Terms of Service.

2. Service Availability

The Service may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability. If the Service were discontinued at any time, all data would be deleted pursuant to the discontinuation process.

3. Privacy Policy

Use of the Service is subject to the terms of our Privacy Policy which is hereby incorporated into and made part of these Terms of Service. Please carefully review our Privacy Policy. By using or accessing the Service, you agree to be bound by the terms of our Privacy Policy.

4. Age

The Service is meant for those at least eighteen (18) years of age. Use of the Service by anyone under this age is a violation of the Terms of Service.

5. Intellectual Property

5.1 You acknowledge that all Content on the Platform, including, but not limited to, the website design, application design, graphics, text, sounds, pictures, and other files and the selection and arrangement thereof are the property of GeniusMesh and/or its licensors, and are subject to and protected by United States and international copyright and other intellectual property laws and rights. All rights to Content not expressly granted in these Terms of Service are reserved to their respective copyright owners. GeniusMesh authorizes you to view, download and/or print the Content provided that you keep intact all copyright and other proprietary notices contained in the original Content. Except as expressly authorized by the Terms of Service, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, scrape, copy, exploit, create derivative works or otherwise use any of the Content in any form or by any means, without the prior written authorization of GeniusMesh or the respective copyright owner. In the absence of a written agreement, you may not modify or adapt the Content in any way or otherwise use them for any public or commercial resale purposes. The trademarks, service marks, trade names, trade dress and logos (collectively, “Marks”) contained or described in the Service are the sole property of GeniusMesh and/or its licensors and may not be copied, altered or otherwise used, in whole or in part, without the prior written authorization of GeniusMesh and/or its licensors. GeniusMesh reserves the right to enforce its intellectual property rights fully under the law.

5.2 Your use of the Service is solely and exclusively under the limited license granted herein and you will not obtain any ownership interest therein through the Terms of Service or otherwise. All trademarks, service marks, trade names, domain names, slogans, logos, and other indicia of origin that appear on or in connection with any aspect of the Service are either the property of GeniusMesh, its affiliates or licensors. GeniusMesh retains the right to rescind and terminate the limited license granted hereunder at any point, for any reason. All rights not expressly granted herein by GeniusMesh to you are fully reserved by GeniusMesh, its advertisers and licensors.
5.3 Some of the company and product names, logos, brands, and other trademarks featured or referred to within the Service may not be owned by us and are the property of their respective trademark holders. These trademark holders are not affiliated with, nor do they sponsor or endorse the Service.

6. Use of the Company Service, General, All Users

6.1 You may be required to establish an account to use the Service and/or take advantage of certain features. If so, you agree:
          (a) to provide true, accurate, current and complete information about yourself as prompted by the Service;
          (b) to provide us with an email address with the applicable university .edu domain (e.g., mit.edu domain for MIT if you are a Candidate or Employer) or a personal or company email;
          (c) as permitted, maintain and promptly update such information. If you provide any information that is false, inaccurate or outdated, or the Company has reasonable grounds to suspect that such information is false, inaccurate or outdated, the Company has the right to suspend or terminate your account and prohibit all current or future use of the Service by you;
          (d) that your account is for your personal and/or business use. You may not resell the Service;
          (e) that you shall solely use the Site for posting or searching for job opportunities (as applicable);
          (f) that you shall not post any content that could be construed as an advertisement;
          (g) that by creating an account, you agree to receive certain communications in connection with the Service from the Company.
          (h) that by creating an account, you may be provided with opportunities to network (“Networking”) with other people on the Service and permit others to contact you. 6.2 You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your account. Your account is meant to be private and you shall not share accounts for any reason. You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security. You agree to be responsible for all charges resulting from the use of your account via the Service, including charges resulting from unauthorized use of your account.
6.3 You may not impersonate someone else, create or use an account for anyone other than yourself, provide an email address other than your own, or create multiple accounts. If you use a pseudonym, take care to note that others may still be able to identify you if, for example, you include identifying information in your reviews, use the same account information on other sites, or allow other sites to share information about you with the Service.
6.4 You agree to use the Service only for lawful purposes and that you are responsible for your use of and communications and content you may post via the Service. You agree not to post or transmit any unlawful, infringing, threatening, harassing, defamatory, vulgar, obscene, profane, indecent, offensive, hateful or otherwise objectionable material of any kind, including any material that encourages criminal conduct or conduct that would give rise to civil liability, infringes upon others’ intellectual property rights, impersonates any individual or entity, or otherwise violates any applicable law. You agree not to solicit personal information from minors. You agree not to use the Service in any manner that interferes with its normal operation or with any other User’s use of the Service.
6.5 You may not do any of the following while accessing or using the Service:
          (a) access, tamper with, or use non-public areas of the Service, our computer systems, or the technical delivery systems of our providers;
          (b) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
          (c) access or search or attempt to access or search the Service by any means other than through our currently available, published interfaces that are provided by us, unless you have been specifically allowed to do so in a separate agreement with us;
          (d) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Service to send altered, deceptive or false source-identifying information;
          (e) disrupt or interfere with the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Service, or otherwise creating an undue burden on the Service;
          (f) use manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the Service. You will not decompile, reverse engineer, or otherwise attempt to obtain the source code of any part of the Service;
          (g) access the Service by any means except through the interface provided by GeniusMesh for access to the Service. Creating or maintaining any link from another application to any page at the Service without the prior authorization of GeniusMesh is prohibited. Running or displaying the Service, or any information or material displayed via the Service in frames or through similar means on another website or application without the prior authorization of GeniusMesh is prohibited. Any permitted links to the Service must comply with all applicable laws, rule and regulations. 6.6 Your use of the Service is at your own risk, including the risk that you might be exposed to Content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.
6.7 Furthermore, you herein agree not to make use of the Service for:
          (a) uploading, posting, emailing, transmitting, or otherwise making available any content that shall be deemed unlawful, harmful, threatening, abusive, harassing, tortious, vulgar, obscene, libelous, or invasive of another's privacy or which is hateful, and/or racially, ethnically, or otherwise objectionable;
          (b) causing harm to any minor in any manner whatsoever;
          (c) impersonating any individual or entity, including, but not limited to, any Company, forum leaders, guides or hosts or falsely stating or otherwise misrepresenting any affiliation with an individual or entity;
          (d) forging captions, headings or titles or otherwise offering any content that you personally have no right to pursuant to any law nor having any contractual or fiduciary relationship with;
          (e) uploading, posting, emailing, transmitting or otherwise offering any such content that may infringe upon any patent, copyright, trademark, or any other proprietary or intellectual rights of any other party;
          (f) uploading, posting, emailing, transmitting or otherwise offering any content that you do not personally have any right to offer pursuant to any law or in accordance with any contractual or fiduciary relationship;
          (g) uploading, posting, emailing, transmitting, or otherwise offering any unsolicited or unauthorized advertising, promotional flyers, "junk mail," "spam," or any other form of solicitation, except in any such areas that may have been designated for such purpose;
          (h) uploading, posting, emailing, transmitting, or otherwise offering any source that may contain a software virus or other computer code, any files and/or programs which have been designed to interfere, destroy and/or limit the operation of any computer software, hardware, or telecommunication equipment;
          (i) disrupting the normal flow of communication, or otherwise acting in any manner that would negatively affect other users' ability to participate in any real-time interactions;
          (j) interfering with or disrupting any of the Service, servers and/or networks that may be connected or related to our website, including, but not limited to, the use of any software and/or routine to bypass the robot exclusion headers;
          (k) intentionally or unintentionally violating any local, state, federal, national or international law, including, but not limited to, rules, guidelines, and/or regulations decreed by the Securities and Exchange Commission, in addition to any rules of any nation or other securities exchange, that would include without limitation, the New York Stock Exchange, the American Stock Exchange, or the NASDAQ, and any regulations having the force of law;
          (l) providing informational support or resources, concealing and/or disguising the character, location, and or source to any organization delegated by the United States government as a "foreign terrorist organization" in accordance to Section 219 of the Nationality Act;
          (m) stalking or with the intent to otherwise harass another individual; and/or,
          (n)collecting or storing of any personal data relating to any other user in connection with the prohibited conduct and/or activities which have been set forth in the aforementioned paragraphs.

7. Use of the Company Service, Job Seekers.

We reserve the right, at our sole discretion, to modify or replace any of the Terms (including any of the terms of the Privacy Policy), in whole or in part, at any time. If you have a Genius Mesh Account, we will notify you of any change by requiring you to confirm your acceptance of the revised Terms upon your first login to your Genius Mesh Account after the Terms are revised. For all other users of the Site, we will notify you of any change to the Terms by posting notice to the Site. These changes will be effective immediately for new users of our Site or Services. In any case, you should periodically check the Terms for changes. Continued use or access of the Site or any Services following such notice of any change to the Terms constitutes your acceptance of those changes. If you object to any such changes, your sole and exclusive remedy shall be to terminate your Genius Mesh Account by sending an email to neerja@geniusmesh.com. The Terms may not otherwise be amended, except by a written agreement executed by you and us. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the Terms. 7.1 Third-Party Websites.
          (a) Links provided via the Service to Employers or other websites (“Third-Party Websites) are provided only as a convenience. If you use links to such Third-Party Websites, you may leave the Service. GeniusMesh does not control nor endorse any Third-Party Websites. You agree that the Company Parties will not be responsible or liable for any content, goods or services provided via Third-Party Websites or for your use or inability to use such Third-Party Websites.
          (b) You will use Third-Party Website links at your own risk. You are advised that other websites on the Internet, including Third-Party Websites linked from the Service, might contain material or information: that some people may find offensive or inappropriate; that is inaccurate, untrue, misleading or deceptive; or that is defamatory, libelous, infringing of others’ rights or otherwise unlawful. GeniusMesh expressly disclaims any responsibility for the content, legality, decency or accuracy of any information, and for any products and services, that appear on any Third-Party Website or in advertisements or content that Third-Party Websites may have displayed in the Service.
7.2 Term of Engagement. In the event you are working on a temporary assignment and you intend to terminate your engagement with the Employer, you must provide at least fifteen (15) days’ prior written notice to GeniusMesh and to the employer.
7.3 Information provided on the Site is intended for reference only. The information contained on the Site is designed solely to provide guidance to Job Seekers and is not intended to be a substitute for personalized professional advice based on specific factual situations. This includes, but is not limited to, career advancement tool, resume evaluation tools and other informational materials.
7.4 GeniusMesh, from time to time, and in its sole discretion, offer rewards to Job Seekers for sharing opportunities or by inviting others on the platform. These rewards may be used to obtain some Services, such as resume writing, coaching or a gift card. GeniusMesh reserves the right to change or terminate the rewards program at any time. The rewards have no monetary value.
7.5 In the event you apply for a position with an Employer, GeniusMesh may share information from your assessments and other profile data with Employers.
7.6 GeniusMesh as Service Provider. You acknowledge that GeniusMesh is merely a service provider that provides a platform for you to connect with potential Employers. Accordingly, there is no employment or independent contractor relationship between you and the Company. GeniusMesh does not and shall not be required to assume, and expressly disclaims, any obligations or liabilities that could arise from or relate to an employment or independent contractor relationship (whether between Genius Mesh and you or between an Employer and you), including, but not limited to, any obligations or liabilities related to immigration or sponsorship matters or other work permits, wages, expenses, benefits, workers compensation premiums, health insurance, unemployment, social security, training or tax obligations. As between you and GeniusMesh, you are responsible for all such matters, including, without limitation, withholding, filing, and reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Services.
7.7 Tax Reporting At its sole discretion (but not obligation), GeniusMesh may provide a 1099-K form to the Internal Revenue Service for the Engagement Payments that it receives from your Employer in a single calendar year.
7.8 Pricing. Job Seekers are not charged for job placements occurring via the Service.


8. Use of the Company Service, Employers

We reserve the right to modify or discontinue the Site or Services, including, without limitation, to remove any Content, with or without notice to you. We shall not be liable to you or any third party should we exercise our right to modify or discontinue the Site or Services, including, without limitation, to remove any Content. If you object to any such changes, your sole recourse shall be to cease using the Site and/or Services. Continued use of the Site and/or Services following notice of any such changes shall indicate your acknowledgement of such changes and satisfaction with the Site and/or Services as so modified.

8.1 The following Services are specifically available to Employers (the “Employer Services”). You may:
          (a)create an account with Employer profile data and post jobs.
          (b) confidentially post jobs without identifying your company.
          (c) view information from Job Seekers applying for jobs (“Candidates”) and schedule interviews with them.
8.2 In order to use the Services for the purposes of hiring a Candidate, Employers are required to execute a payment agreement with GeniusMesh (the “Payment Agreement”).

8.3 In the event an Employer hires a Candidate using the Services you shall pay the fees contained in your Payment Agreement with GeniusMesh. This obligation shall be in effect for a period of two (2) years from the date you are first connected with the Candidate via the Services.

8.4 In the event an Employer hires a Candidate for a consulting engagement which thereafter becomes a full-time role, Employer shall pay a finders’ fee in accordance with your Payment Agreement.

8.5 GeniusMesh may, in its sole discretion, make available data from a Candidates’ assessment and profile to share more info about the Candidate and calculate FIT for a role. This data could include, but not be limited to, assessment results, interests, flexibility, professional diversity and other data. In the event GeniusMesh providers this Service, you will be charged a fee to view this data.
8.6 Employers shall pay for all Employer Services in accordance with the Payment Agreement.
8.7 Employers are prohibited from creating a Job Seeker account on the Site.
8.8 GeniusMesh as Service Provider. You acknowledge that the Company is merely a service provider that provides a platform for you to connect with potential employees. Accordingly, there is no employment or independent contractor relationship between you and the Company. GeniusMesh does not and shall not be required to assume, and expressly disclaims, any obligations or liabilities that could arise from or relate to an employment or independent contractor relationship (whether between Genius Mesh and you or between an Employee and you), including, but not limited to, any obligations or liabilities related to immigration or sponsorship matters or other work permits, wages, expenses, benefits, workers compensation premiums, health insurance, unemployment, social security, training or tax obligations. As between you and Genius Mesh, you are responsible for all such matters, including, without limitation, withholding, filing, and reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Services.
9.User Content.

9.1.All User Content on the Platform is the sole responsibility of the person who originated such content. Users may be provided with opportunities to create content intended as Discussions and that you may choose to keep such Discussions private to your University or permit other Users to participate in your Discussions. You acknowledge that all User Content transmitted or accessed by you using the Service is at your own risk and you will be solely responsible and liable for any damage or loss to you or any other party resulting therefrom. You remain solely responsible for all User Content that you transmit in connection with the Service, and you warrant that you possess all rights necessary to provide such User Content and that you do not violate any third party’s rights in providing such User Content. We reserve the right to remove, and to allow certain users to remove, any objectionable User Content in our sole discretion.

9.2 You understand that by providing User Content publicly in connection with the Service you hereby grant us a non-exclusive, worldwide, royalty free, perpetual, irrevocable, sublicensable and transferable right to fully exploit such User Content (including all related intellectual property rights) in connection with our business. GeniusMesh and its licensees may publicly display advertisements and other information adjacent to or included with your User Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
          (a)Your interactions with organizations and/or individuals and Third-Party Contractors or Companies found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals, except as may be otherwise stated herein. You agree and acknowledge that GeniusMesh is not a party to any transactions you may enter into, except as may otherwise be stated herein, using the Services and shall not under any circumstances be liable for any damages of any kind arising out of, or in connection with, or relating to, the products and services of a Thirty-Party.
10. Suggestions and Improvements

By sending us any ideas, suggestions, documents or proposals (“Feedback”), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against GeniusMesh and its users any claims and assertions of any moral rights contained in such Feedback.

11. Termination

You may terminate your use of the Service at any time. You agree that GeniusMesh may terminate or suspend your access to all or part of the Service, with or without notice, in our reasonable discretion, at any time. GeniusMesh reserves the right to modify or discontinue the Service (or any part thereof) with or without notice, at any time. Following the termination or cancellation of your subscription to the Service and/or your account, we reserve the right to delete all your data in the normal course of operations.

12. Representations

You expressly represent, warrant, and/or acknowledge that:

12.1GeniusMesh does not warrant or guarantee the suitability or availability of any material or content, including without limitation any, data, products or services, found through the Service.

12.2GeniusMesh does not screen the authenticity or quality of any material or content or any provider of material or content, including, data, products or services found through the Service.

12.3GeniusMesh makes no representations or promises regarding any material or content, and that many of the Material or Content provided via the Service may be owned or licensed by third parties.

12.4Any information, including any data, materials, or content on the Service, including on any Facebook, Instagram or Twitter page, are for informational purposes only.

13. Warranties, Disclaimers and Limitations of Liability. YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

13.1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND THE ASSOCIATED MATERIALS AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS OF SERVICE, GENIUSMESH, ITS PARENT, SUBSIDIARY AND OTHER AFFILIATED COMPANIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND OTHER REPRESENTATIVES (COLLECTIVELY, THE “COMPANY PARTIES”), EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY PARTIES MAKE NO WARRANTY THAT: (I) THE SERVICE WILL MEET YOUR REQUIREMENTS; (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) INFORMATION THAT MAY BE OBTAINED VIA THE SERVICE WILL BE ACCURATE OR RELIABLE; (IV) THE QUALITY OF ANY AND ALL PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL, INCLUDING ALL MERCHANDISE, GOODS AND SERVICES, OBTAINED OR PURCHASED BY YOU DIRECTLY OR INDIRECTLY THROUGH THE COMPANY SERVICE WILL MEET YOUR EXPECTATIONS OR NEEDS; AND (V) ANY ERRORS IN THE SERVICE WILL BE CORRECTED.

13.2. THE COMPANY PARTIES SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE, INCLUDING ANY LIABILITY: (I) AS A PUBLISHER OF INFORMATION; (II) FOR ANY INCORRECT OR INACCURATE INFORMATION OR ANY ‘BUG’ OF THE SERVICE; (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA; (IV) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR VIA THE SERVICE; (V) FOR ANY DISPUTES BETWEEN USERS OF THE SERVICE OR BETWEEN A USER OF THE SERVICE AND A THIRD PARTY; OR (VI) FOR ANY OTHER MATTER RELATING TO THE SERVICE OR ANY THIRD PARTY. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES THE COMPANY PARTIES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN GENIUSMESH AND YOU. THE PRODUCTS, INFORMATION AND SERVICES OFFERED ON AND THROUGH THE SERVICE WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS

13.3. NOTWITHSTANDING THE FOREGOING, THE SOLE AND ENTIRE MAXIMUM LIABILITY OF THE COMPANY PARTIES FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OR CLAIM WHATSOEVER, SHALL BE LIMITED TO THE CHARGES PAID BY YOU DIRECTLY TO GENIUSMESH VIA THE SERVICE FOR SERVICES PROVIDED SOLELY AND DIRECTLY BY GENIUSMESH TO YOU IN THE SIX MONTHS PRIOR TO SUCH CAUSE OR CLAIM.

13.4. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM YOU MAY BRING MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR IT WILL BE PERMANENTLY BARRED.

13.5. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY TO YOU.

13.6. If you are a California resident, you shall and hereby do 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.”

14. Indemnification

You agree to indemnify, defend and hold harmless the Company Parties against all claims, demands, causes of action, losses, expenses, damages and costs (including any reasonable attorneys’ fees), resulting or arising from or relating to your use of the Service, any activity related to your account by you or any other person permitted by you, any Content that you submit to, post on or transmit through the Service, your breach of these Terms of Service, your infringement or violation of any rights of another, or termination of your access to the Service. We reserve the right to assume, at our sole expense, the exclusive defense and control of any such claim or action and all negotiations for settlement or compromise, and you agree to fully cooperate with us in the defense of any such claim, action, settlement or compromise negotiations, as requested by us

15. Procedure for Notifying the Company of Copyright Infringement

Those who believe that their copyrighted work has been infringed or are aware of other infringing material, should contact our Copyright Agent at the address listed below and provide us with the following information:


          (a)An electronic or physical signature of a person authorized to act on behalf of the owner of the copyrighted work that has allegedly been infringed.
          (b)Identification of the copyrighted work claimed to have been infringed.
          (c)Information describing where the allegedly infringing material is located on the Service.
          (d)Your address, telephone number, and email address.
          (e)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 the law.
          (f)A statement by you that the above information in your notification is accurate and that, under penalty of perjury, you are the copyright owner or authorized to act on the copyright owner’s behalf. The foregoing information may be emailed or mailed to our Copyright Agent at the addresses listed at the end of this Terms of Service. Following receipt of the information listed above, we will remove or disable access to the infringing material and take reasonable steps to notify the user responsible for posting said material. The posting of infringing copyrighted material may result in the termination of user privileges of such user.
16. Miscellaneous

These Terms of Service constitute the entire agreement between GeniusMesh and each user of the Service with respect to the subject matter of these Terms of Service.


          (a)If any provision of these Terms of Service shall be deemed unlawful, void or for any reason unenforceable by a court of competent jurisdiction, the validity and enforceability of any remaining provisions will not be affected.
          (b)The failure of the Company Parties to insist upon strict adherence to any term of these Terms of Service shall not constitute a waiver of such term and shall not be considered a waiver or limit that party’s right thereafter to insist upon strict adherence to that term or any other term contained in these Terms of Service. You may not assign your obligations or rights hereunder to another entity or individual. We may transfer, assign or delegate these Terms of Service and its rights and obligations without your consent.
          (c)We shall have no liability to you hereunder if we are prevented from or delayed in performing our obligations, or from carrying on our business, by acts, events, omissions or accidents beyond our reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of us or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood or storm.
          (d)No agency, partnership, joint venture, or employment is created as a result of these Terms of Service and you do not have any authority of any kind to bind us in any respect whatsoever.
          (e)No action arising out of these Terms of Service or your use of the Service, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose).
17. Applicable Law and Jurisdiction

Your use of the Service is governed by and will be enforced under the laws of the State of Delaware without regard to its conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located within this stated Jurisdiction. You agree that printed copies of any and all agreements and/or notices in electronic form are admissible in any legal or regulatory proceedings. Any controversy, claim, suit, injury or damage arising from or in any way related to the Service or these Terms of Service shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association then in effect and before a single arbitrator located in or near Fulton County, Georgia. Any such controversy, claim, suit, injury or damage shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any controversy, claim, suit, injury or damage of any other party. GeniusMesh may seek any interim or preliminary relief from a court of competent jurisdiction in the State listed above necessary to protect its rights pending the completion of arbitration. Each party shall assume its own costs of arbitration. IN ANY CLAIM, ACTION OR PROCEEDING TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THE TERMS OF SERVICE INCLUDING, WITHOUT LIMITATION, RELATING TO YOUR USE OF THE SERVICE, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.

18. Customer Service

If you have any comments or questions regarding these Terms of Service or wish to report any violation of these Terms of Service, you may contact us at the address below.
neerja@geniusmesh.com