These terms and conditions of use ("Terms") constitute a legal agreement between you ("you" or "Client") and Logi-Serve LLC ("we," "us," or "Logi-Serve"), and govern your use of this website (including related domains and mobile sites, the "Site") and the services, products, and content provided on the Site (collectively, the "Services"). You may not use this Site or Services if you do not agree to these Terms. Please review them carefully.
By (a) clicking an "Accept" or similar button, (b) checking a box captioned with acceptance language, (c) signing up for an account on the Site, or (d) using or accessing any portion of this Site or the Services, you agree to be bound by these Terms and to comply with all applicable laws and regulations. If you are using the Site or Services on behalf of a company or other legal entity, the term "you" shall refer to such entity in addition to the individual user, and the individual accepting these Terms on behalf of such entity represents that he or she has authority to bind the entity to these Terms.
The Services allow you to provide those questionnaires and assessments hosted on the Site ("Assessments") to your job candidates ("Candidates") who are applying for positions in your organization. Subject to these Terms, Logi-Serve grants you a limited personal, revocable, non-exclusive, non-transferable license to (a) send Candidates to the Site to take Assessments; and (b) access and use the administrative features of the Site, including to view and download Assessment results, Candidate reports, and other content made available to you. Your use of the Services shall be for your internal business needs only, in accordance with the instructions and documentation provided on the Site.
You may order and pay for Services through the Site using supported payment methods (e.g., credit/debit card, ACH, Paypal, etc.) as determined by Logi-Serve from time to time in its sole discretion. The Site will be compliant with any data security standards required by the payment card brands (such as PCI-DSS, as applicable). By submitting your payment information you authorize Logi-Serve to charge your credit card or initiate ACH debits for all fees and other amounts owed to Logi-Serve. Your payment information will be processed by our payment processing provider, and Logi-Serve will not have access to your account number even when you pay through our Site. You agree you may be subject to reasonable fees and/or penalties for payments declined due to insufficient funds, in addition to incurring an interest charge of 2% per month or the highest rate permitted by law (whichever is less) from the date we provide you with access to the Services until the date fully paid. All fees listed are exclusive of taxes unless otherwise noted, and you agree to be responsible and hold Logi-Serve harmless for any taxes levied by applicable governmental authorities (including without limitation sales and use taxes and value-added taxes, where applicable).
If your order includes an allowance for a certain number of Assessments, and you will be charged - and you agree to pay - the full amount of the Assessment package ordered, regardless of the actual usage of the Services and regardless of whether all, some, or none of your purchased Assessments have been taken by Candidates. All fees for Services are non-refundable and non-cancelable except as expressly provided in these Terms.
The Site may allow you to save your credit card or other payment information, as a convenience for future orders or recurring payments. If you choose to save your payment information, then you agree that our payment provider is authorized to securely retain your payment information and charge you each time an Assessment is submitted by a Candidate or when you place future orders (as the case may be). You agree that your payment authorization will remain in effect until you specifically cancel such authorization, or until you have paid all amounts due to Logi-Serve, whichever is longer. Fees are subject to change from time to time in Logi-Serve's sole discretion. If you have signed up for recurring payments, you will be notified of any fee change at least thirty days in advance of a scheduled payment.
Upon registering for an account, you will receive certain credentials or keys (such as a user name/password combination) to access your account and other non-public portions of the Site. You agree not to give these credentials to anyone else or allow anyone else to use or access the Site. You are solely responsible for maintaining all necessary security and control of your account credentials. Logi-Serve will be entitled to rely on any information it receives from your account and may assume that all such information was transmitted by you or on your behalf with your authorization. You agree Logi-Serve may terminate access at any time if it suspects use by unauthorized persons or use in an unauthorized manner. You will be solely liable for any unauthorized access or misuse of the Site or Services or your account credentials, and you shall hold Logi-Serve harmless from any losses or damages caused by such unauthorized access or misuse.
You may not: (1) modify, alter, reverse engineer, or create derivative works of this Site, Services, or content; (2) copy, download, distribute to third parties or publically display the Site or Services or use any portion thereof, except as expressly authorized; (3) remove, modify, or obscure any copyright, trademark, or other proprietary notice; (4) attempt to gain access to any portion of this Site for which you do not have authorized access, interfere with or interrupt the operation of this Site or Services (including without limitation through denial of service attacks), or harm the Site or Services or any user thereof through hacking, data mining, the use of viruses or other malware, or any other means; or (5) otherwise use or access this Site, Services, related content, or any connected network, system, or database, in any way not authorized by these Terms or in violation of any law.
The Site, Services, and related content contain valuable intellectual property of Logi-Serve and/or its suppliers, including patent rights, copyrights, trademarks, service marks, trade dress, and trade secrets. The content on this Site is licensed, not sold or transferred, even if for convenience we use the terms "sale," "purchase," or similar terms. All rights not expressly granted in these Terms are exclusively reserved to Logi-Serve.
For any information you submit to us using the Site or communicate to us in any way, you grant us a unrestricted nonexclusive, perpetual, royalty-free, irrevocable, transferable, worldwide right and license to use, reproduce, modify, adapt, translate, display, publish, transmit, and distribute such content in any form, medium, or technology now known or later developed, without further compensation, consideration, attribution, or notice. Without limiting the foregoing, Logi-Serve shall be free to use suggestions, ideas or other feedback provided to it about the Services in any manner and for any reason (including to incorporate same into future versions of the Services), with no obligation of confidentiality or compensation and without restriction of any kind. Notwithstanding any other provision of this Agreement, Logi-Serve may collect, retain, and use aggregate statistical data for development purposes, to improve the Services, and for other analytic and business purposes, provided that such data will be in aggregate form only and will not identify Client or Candidates.
In the course of using the Site or the Services, you may be exposed to information of a confidential or proprietary nature belonging to Logi-Serve ("Confidential Information"), including but not limited to information regarding the Services and related technology, or information regarding Logi-Serve's business, financial, or marketing activities, or the terms and provisions of these Terms. You agree that you will not disclose any such information to any third party without Logi-Serve's prior written consent, and that you will not use such information except as expressly authorized by Logi-Serve. Internal dissemination of Confidential Information shall be limited to those employees or agents whose duties justify the need to know such information and then only on the basis of an agreement by such employees or agents of their obligation to maintain the trade secret or confidential status of such Confidential Information and to restrict the use thereof solely to the use permitted under these Terms. You shall remain responsible for the actions of your affiliates, employees, and agents, and any other person to whom Confidential Information is disclosed. Upon the termination of the applicable Agreement or these Terms for any reason, you shall promptly return to Logi-Serve any and all copies of Confidential Information in your possession or the possession of your affiliates, employees, and agents.
Client acknowledges, represents, and warrants that: (i) Client alone is responsible for its employment practices and decisions and that no decision or action by Client will be attributable to Logi-Serve or the Services; and (ii) Client will not use the Services or any content (including but not limited to Candidate reports) in connection with any violation of law or the legal rights of any party, including Candidates and employees.
You agree that you remain responsible for the content that you or your Candidates or authorized users submit or send using the Site. You agree to defend and hold harmless Logi-Serve and its affiliates, and their employees, contractors, directors, officers, managers, and representatives, from and against any damages, losses, or costs (including reasonable attorneys' fees), directly or indirectly arising from, or in connection with any claim, suit, or action arising out of or relating to, in whole or in part: (a) your use of the Site or Services; (b) your violation of any law in connection with the Site or Services; (c) any breach of these Terms; or (d) any act or omission of you (including by any of your employees, contractors, or agents) in your capacity as an employer or potential employer of any person (including but not limited to a Candidate), or in connection with any employment action or decision made by you.
THE SITE AND ALL CONTENT THEREIN ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND. LOGI-SERVE AND ITS SUPPLIERS EXPRESSLY DISCLAIM AND EXCLUDE TO THE FULLEST EXTENT PERMITTED BY LAW ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. LOGI-SERVE AND ITS SUPPLIERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS OF CORRECTNESS, COMPLETENESS, ACCURACY, RELIABILITY, AVAILABILITY, SUPPORT, TIMELINESS, OR PERFORMANCE WITH RESPECT TO THE USE OF THE SITE OR ITS CONTENT. LOGI-SERVE MAKES NO WARRANTY THAT THE SITE, SERVICES, OR ANY CONTENT WILL MEET THE USER'S NEEDS, BE ERROR FREE OR ACCURATE, WILL OPERATE WITHOUT INTERRUPTION, OR LOSS OF DATA, OR THAT ALL ERRORS WILL BE CORRECTED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, LOGI-SERVE PROVIDES NO WARRANTY WITH RESEPCT TO ANY EMPLOYMENT OR ANY OTHER ACTION OR DECISION MADE BY THE ORGANIZATION AS A RESULT OF OR IN CONNECTION WITH THE SITE, ASSESSMENTS, OR OTHER CONTENT. ANY REPRESENTATION OR WARRANTY NOT EXPRESSLY CONTAINED HEREIN WILL NOT BE ENFORCEABLE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISION OF THESE TERMS, LOGI-SERVE WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT, IN TORT, OR OTHERWISE, INCLUDING FOR LOSS, CORRUPTION, OR INACCURACY OF DATA, LOST PROFITS, LOST BUSINESS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR LIABILITY OR INJURY TO THIRD PERSONS, WHETHER FORESEEABLE OR NOT AND REGARDLESS WHETHER LOGI-SERVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL LOGI-SERVE'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED ONE HUNDRED U.S. DOLLARS ($100.00). THE EXISTENCE OF MULTIPLE CLAIMS WILL NOT ENLARGE THIS LIMIT. THIS LIMITATION WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND REGARDLESS WHETHER LOGI-SERVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Logi-Serve may suspend or terminate the Services, your agreement with Logi-Serve, or your access to the Site (which may involve deactivation of your login credentials and/or removal or destruction of any or all data associated with your account) at any time if Logi-Serve determines in its sole discretion that it has become unable to continue to provide the Services to you due to changes in applicable law, rules, or regulations, or due to a termination of Logi-Serve's contractual relationship with its licensors, services providers, and/or vendors, or due to Logi-Serve's determination, in its sole discretion, that your continued use of the Site or Services poses a risk to Logi-Serve or its security or reputation. Logi-Serve will make reasonable efforts to notify you of any such occurrence, but in no instance will Logi-Serve have any liability for suspension or termination of Services or access to the Site.
You agree to comply with all applicable laws governing your use of the Site. You may not access, download, use or export materials posted to the Site in violation of U.S. export laws or regulations, including the Export Administration Regulations and, or in violation of any other applicable export or import laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority.
The materials on this Site are provided with "RESTRICTED RIGHTS." Use, duplication, or disclosure by the Government is subject to restrictions as set forth in applicable laws and regulations. Use of the materials by the Government constitutes acknowledgment of Logi-Serve's proprietary rights in them.
Both Logi-Serve and Client agree that all claims or disputes arising out of the Site, Services, or these Terms shall be submitted to binding arbitration, provided that the parties shall first attempt to resolve such claim or dispute informally. The arbitration shall by conducted by the American Arbitration Association under the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes in Oakland County, Michigan, or as otherwise mutually agreed to by the parties. Any judgment on the award rendered by the arbitrator shall be able to be entered in any court having competent jurisdiction. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses. Both parties agree that any claim or dispute shall be brought only in a party's individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. The arbitrator may not consolidate more than one person's claims. CLIENT AGREES THAT BY ENTERING INTO THIS AGREEMENT, CLIENT AND LOGI-SERVE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
Notwithstanding the foregoing, each party retains the right to seek injunctive or other equitable relief from any court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of that party's data security, intellectual property rights, or other proprietary rights. These Terms shall be governed by and construed in accordance with the laws of the State of Michigan without regard to rules or principles regarding conflicts of laws.
All communications and notices made to Logi-Serve under these Terms shall be in writing, delivered in person or by mail courier, return receipt requested, addressed to Logi-Serve's addresses set forth on the Site for this purpose. Notices by Logi-Serve relating to the Site or Services may be sent to you via email at the email address associated with your account, or made available through the Site or otherwise electronically through Logi-Serve's normal client communications channels.
These Terms constitute the final, complete, and exclusive agreement of the parties relating to the use of the Site and related content and services, and supersedes and merges all prior discussions between the parties. In the event that any provision of these Terms shall be determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that all other provisions shall otherwise remain in full force and effect and enforceable. The parties are independent contractors; nothing herein will be construed to create a partnership, joint venture, or agency relationship between the parties, and neither party by virtue of these Terms will have any right, power, or authority to act or create any obligation, expressed or implied, on behalf of the other party. No failure or delay on the part of Logi-Serve in exercising any right under these Terms will operate as a waiver of that right, nor will any single or partial exercise of any right preclude any further exercise of that right. You may not assign or delegate your rights or duties under these Terms without Logi-Serve's express prior written consent. Logi-Serve may assign or delegate its rights or duties under these Terms in its sole discretion. Subject to the foregoing, these Terms shall inure to the benefit of each party's permitted successors and assigns. The rights and remedies provided to each party in these Terms are cumulative and in addition to any other rights and remedies available to such party at law or in equity. Your obligations under these Terms will survive any termination of these Terms.
© Copyright Logi-Serve, LLC.
Last Revised and Effective Date: February 22, 2019