The Website and Services..

AKUT360’s obligations are limited only to the provision of the Services and do not in any way include acting on the Customer’s behalf. Nothing in these Terms is intended to, or shall, establish any partnership or joint venture between the Customer and AKUT360.

Purchases
If you wish to purchase any product or service made available through the Service (“Purchase”), you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, and your billing address.

You represent and warrant that:
(i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that
(ii) the information you supply to us is true, correct and complete.

By submitting such information, you grant us the right to provide the information to third parties for purposes of facilitating the completion and payment of Purchases.

We reserve the right to refuse or cancel your order at any time for certain reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons.

We reserve the right to refuse or cancel your order if fraud or an unauthorized or illegal transaction is suspected.

The Service is not designed to provide qualitative advice regarding the fitness for purpose and merchantability of any products or services, including, without limitation, the quality, suitability, honesty, truthfulness, any other characteristics of, or any actions or statements made by, any Candidate. We strongly advise you to exercise caution and do your own due diligence in conducting any transactions through the Service, including, without limitation, considering and/or hiring any Candidate through the Service.

Subscriptions
Some parts of the Service are billed on a subscription basis (“Subscription(s)”). After an agreed Free Trial period expires, you will be billed in advance on a recurring and periodic basis (“Billing Cycle”). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription.

At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you affirmatively cancel it or AKUT360 cancels it. You may cancel your Subscription renewal by contacting AKUT360 customer support team.

A valid payment method, including credit card, is required to process the payment for your Subscription. You shall provide AKUT360  with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, you automatically authorize AKUT360 to charge all Subscription fees incurred through your account to any such payment instruments.

Should automatic billing fail to occur for any reason, AKUT360 will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice. If such payment it not made then your access to the Service may be interrupted or cancelled, in each case with no obligation or liability to AKUT360.

Free Trial.
Access to the Website and the Services may be granted to the Customer on a trial or ‘free’ basis (“Free Trial”) for a period of four (4) days after they receive their first candidate.

This Free Trial access is solely for the purpose of providing the Customer a preview of the functionality, features, and possible benefits of the Services. You may be required to enter your billing information in order to sign up for the Free Trial.

On the last day of the Free Trial period, you will be prompted to choose a subscription plan in order to continue using the Service.

At any time and without notice, AKUT360 reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer, in each case without any liability of obligation to AKUT360 .

Fee Changes
AKUT360, in its sole and absolute discretion (“Discretion”) and at any time, may modify the Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle. AKUT360 will provide you with a reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective. Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.

Content
Our Service allows you to input, link, store, share and otherwise make available certain information, text, graphics, videos, or other material (“Content”). You are responsible for the Content that you post to the Service, including its legality, reliability, and appropriateness.

By posting Content to the Service, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Service.

You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights. You agree that this license includes the right for us to make your Content available to other users such as our Customers and Candidates of the Service, who may also use your Content subject to these Terms.

You represent and warrant that:
(i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and
(ii) the posting of your Content on or through the Service does not violate the rights of any person, including, without limitation, privacy rights, publicity rights, copyrights, contract rights or any other intellectual property rights.
Further, you warrant that:
(i) the Content will not cause you or us to breach any law, regulation, rule, code or other legal obligation;
(ii) the Content will not or could not be considered to be obscene, inappropriate, defamatory, disparaging, indecent, seditious, offensive, pornographic, threatening, abusive, liable to incite racial hatred, discriminatory, blasphemous, in breach of confidence or in breach of privacy (in each case, as determined in AKUT360’s Discretion);
(iii) the Content will not be unsolicited, undisclosed or unauthorized advertising;
(iv) the Content does not contain software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software, hardware or telecommunications equipment; and
(v): the Content does not bring us or the Service into disrepute (as determined in AKUT360’s Discretion).

You agree to keep all records necessary to establish that your Content does not violate any of the requirements this clause and make such records available upon our reasonable request.

We are under no obligation to regularly monitor the accuracy or reliability of your Content incorporated into the Service. We reserve the right to modify or remove any Content at any time and for any reason, without any liability or obligation whatsoever.

You acknowledge and agree that all Content you provide on the Service will be publicly available information and you bear the risks involved with such public disclosures.

Intellectual Property
The Service and its original content (excluding Content provided by users), features and functionality are and will remain the exclusive property of AKUT360 and its licensors.

The Service is protected by copyright, trademark, and other laws of both the United States, Australia and other countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of AKUT360. Nothing in these Terms constitutes a transfer of any Intellectual Property rights from us to you.

You are permitted to use the Service only as authorized by us. As a user, you are granted a limited, non-exclusive, revocable, non-transferable right to use the Service to create, display, use, play, and download Content subject to these Terms.

Our Intellectual Property must not be used in connection with a product or service that is not affiliated with us or in any way brings us in disrepute (as determined in AKUT360’s Discretion).

You must not modify the physical or digital copies of any Content you print off or download in any way, and you must not use any illustrations, photographs, video or audio, or any graphics separately from any accompanying text.

Any opinions, advice, statements, services, offers, or other information or content expressed or made available by any other users or Candidates (collectively, “Third Party Actions”) are those of the respective authors or distributors and not of us. We shall have no obligation or liability with respect to any Third Party Actions.

Links To Other Web Sites.
Our Service may contain links to third-party web sites or services that are not owned or controlled by AKUT360.

AKUT360 has no control over, and assumes no responsibility for goods, services, content, privacy policies, actions or practices of any third party sites or services. You further acknowledge and agree that AKUT360 shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

We only provide links to external websites as a convenience, and the inclusion of such a link to external websites do not imply our endorsement of those websites. You acknowledge and agree that when you access other websites on the Internet, you do so at your own risk.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

Termination.
We may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever (or for no reason at all), including without limitation if you breach the Terms.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection therewith.

If applicable law requires us to provide notice of termination or cancellation, we may give prior or subsequent notice by posting it on or through the Service or by sending a communication to any address (email or otherwise) that we have for you in our records.

Indemnification
As a condition of your access to and use of the Service, you agree to indemnify us and our parent (if applicable), subsidiaries and affiliates, and our and their respective directors, officers, stockholders, employees, consultants, licensors, attorneys, successors, assigns, agents and other representatives (collectively, the “AKUT360 Parties”) for all damages, costs, expenses and other liabilities, including but not limited to legal fees and expenses, relating to any claim arising out of or related to your access to and use of the Service or your breach of these Terms and any applicable law or the rights of another person or party.

This indemnification section survives the expiration of your registration, and applies to claims arising both before and after the registration ends.

Limitation Of Liability
You agree that the AKUT360 Parties shall not be liable for any damages suffered as a result of accessing or using the Service, including, without limitation, copying, distributing, or downloading Content from the Service.

Except to the extent required by applicable law, in no event shall the AKUT360 Parties we be liable for any indirect, punitive, special, incidental or consequential damage (including loss of business, revenue, profits, use, privacy, data, goodwill or other economic advantage) however it arises, whether for breach of contract or in tort, even if it has been previously advised of the possibility of such damage.

In no event shall we be liable for any claims by a third party in tort or contract, or pursuant to the Australian Competition and Consumer Act 2010 (Cth) or any similar law including, but not limited, to any misleading statements made and/or incorporated into any Content provided by third parties and users of the Service. It is your sole responsibility to ensure the accuracy of the data inputted.

You have sole responsibility for adequate security protection and backup of data and/or equipment used in connection with your usage of the Service and will not make a claim against for lost data, re-run time, inaccurate instruction, work delays or lost profits resulting from the use of the Service. You must not assign or otherwise dispose of your account to any other person without our written consent.

Without limiting the foregoing, in no event will our aggregate liability to you exceed, in total, the amounts paid by you to us.

Disclaimer
Except where inapplicable or prohibited by law (including, without limitation, the State of New Jersey):

Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

The AKUT360 Parties do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.

This disclaimer of liability applies to any damages or injury caused by any failure or alleged failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft, or destruction or unauthorized access or, alteration of or use of record in connection with the use or operation of the Service, whether for breach of contract, tortious behavior, negligence or any other cause of action.

The AKUT360 Parties make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the content contained on the Service for any purpose. Any reliance you place on such information is therefore strictly at your own risk. We disclaim any express or implied warranty representation or guarantee as to the effectiveness or profitability of the Service or that the operation of our Service will be uninterrupted or error-free. The AKUT360 Parties are not liable for the consequences of any interruptions or error in the Service.

Exclusions
Some jurisdictions (including, without limitation, the State of New Jersey) do not allow the disclaimer or exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

Governing Law
These Terms shall be governed and construed in accordance with the laws of New South Wales, Australia, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court or arbitrator, you and AKUT360 nevertheless agree that such court or arbitrator should endeavor to give effect to the parties’ intentions as reflected in the provision and that the other provisions of the Terms shall remain in full force and effect. These Terms (together with our Privacy Policy) constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have between us regarding the Service.

Generally
Arbitration is a method of resolving a Claim without filing a lawsuit. “Claim” means any dispute between you, the AKUT360 Parties, and/or any involved third party relating to your account, you use of the Service, your relationship with AKUT360 Parties, or these Terms. This includes any and all claims that relate in any way to your use of the products, your attempted use of the products, and any act or omission by AKUT360 Parties or any third party related to your use or attempted use of the products or services. You, the AKUT360 Parties, or any involved third party may pursue a Claim. The AKUT360 Parties agree to binding arbitration should it have any Claims against you. Likewise, you agree to binding arbitration should you have any Claims against AKUT360 Parties. By agreeing to arbitrate, you waive the right to go to court and agree instead to submit any Claims to binding arbitration. This arbitration provision sets forth the terms and conditions of our agreement to binding arbitration and is governed by and enforceable under the United States Federal Arbitration Act (the “FAA”), 9 U.S.C. §§ 1-16, as amended.

Exceptions to Binding Arbitration
As an exception to binding arbitration, you and the AKUT360 Parties both retain the right to pursue, in a small claims court, any claim that is within that court’s jurisdiction and proceeds on an individual (non-class) basis. AKUT360 Parties will not demand arbitration in connection with any individual claim that you properly file and pursue in a small claims court, so long as the claim is pending only in that court. Binding arbitration also does not apply to disputes concerning trade secret misappropriation, patent infringement, copyright infringement or misuse, or trademark infringement or dilution.

Mandatory Pre-Dispute Procedures
 You acknowledge and agree that before initiating any Claim (subject to the exceptions above) against any of the AKUT360 Parties, you will first give us an opportunity to resolve your problem or dispute. This includes sending a written description of your problem or dispute to us, including, but not limited to, information or representations related to our products and upon which you rely. You may send the written description by certified mail or an internationally-recognized courier to Level 40, 2-26 Park Street, Sydney, NSW 2000, Australia; Attn: General Counsel. You agree to negotiate with the AKUT360 Parties in good faith about your problem or dispute. If your problem or dispute is not resolved to your satisfaction within 60 days after the AKUT360 Parties’ receipt of your written dispute, you agree to the dispute resolution provisions below.

Commencement of Arbitration
 Except where otherwise prohibited by law (including, without limitation, the State of New Jersey), you and the AKUT360 Parties agree to commence any arbitration proceeding within one (1) year after the Claim arises (including the mandatory pre-dispute procedures outlined above) and that any proceeding commenced after (one) 1 year shall be barred.

Arbitration Location
For your convenience, the arbitration may be conducted in the jurisdiction where you reside. It may be held by telephone or through written submissions if both you and AKUT360 Parties agree.

Sponsoring Organization, Rules and the Arbitrator. You agree that any Claims shall be resolved by submitting the dispute to final and binding confidential arbitration before a single arbitrator who is a retired judge or an experienced attorney with experience in the subject(s) of the Claim. The arbitrator shall be chosen from JAMS Comprehensive Arbitration Rules and Procedures and the arbitration rules of the selected tribunal shall apply, which can be obtained by calling the selected tribunal.

The arbitrator shall have the exclusive and sole authority to resolve any dispute relating to the interpretation, construction, validity, applicability, or enforceability of these Terms and this arbitration provision. The arbitrator shall have the exclusive and sole authority to determine whether this arbitration agreement can be enforced against a non-signatory to this agreement and whether a non-signatory to this agreement can enforce this provision against you or the AKUT360 Parties.

Arbitration Fees
The AKUT360 Parties shall pay for all filing, administrative, and arbitrator fees for an arbitration initiated by either party. The parties shall each pay their own additional fees, costs, and expenses, including, but not limited to, those for any attorneys, experts, documents, and witnesses. However, if AKUT360 or any of the AKUT360 Parties are the prevailing party in the arbitration, applicable law may allow the arbitrator to award attorneys’ fees and costs to such parties.

Arbitration Award
The arbitrator shall follow substantive law and may order any relief if permitted by law. The arbitrator may award any form of individual relief, including injunctions and punitive damages, so long as they are in accordance with these Terms and applicable law. The arbitrator may award costs or fees to a prevailing party, but only if the law expressly allows it. Nothing herein shall be construed to limit the arbitrator’s ability to award remedies provided by applicable law. Any award rendered shall include a written opinion and shall be final, subject to appeal under the FAA.

Enforceability
This provision survives termination of your account or relationship with AKUT360 , bankruptcy, assignment or transfer. If the class action waiver is deemed unenforceable (i.e., unenforceability would allow arbitration to proceed as a class or representative action), then this entire arbitration provision shall be rendered null and void and shall not apply. If a portion of this arbitration provision (other than the class action waiver) is deemed unenforceable, the remaining portions of this arbitration provision shall remain in full force and effect.

Exclusive Venue for Other Controversies
Any controversy excluded from the dispute resolution procedure and class action waiver provisions in this Agreement (other than an individual action filed in small claims court) shall be filed only in the state and federal courts located in California, and each party hereby irrevocably and unconditionally consents and submits to the exclusive jurisdiction of such courts for any such controversy.