These Terms of Use (the “Terms”) govern your access to and use of the website available at https://www.colare.com/ (the “Website”) and technical assessment platform (the Website and platform collectively, the “Services”) offered by Colare Inc. (“Colare,” “we,” or “us”). By accessing or using the Services, you agree to these Terms. If you do not agree to these Terms, you may not access or use our Services.
ANY DISPUTE BETWEEN YOU AND COLARE IS SUBJECT TO BINDING ARBITRATION AND A CLASS ACTION WAIVER AS STATED BELOW IN THESE TERMS. PLEASE READ THE ARBITRATION AND CLASS ACTION WAIVER PROVISIONS OF THESE TERMS AS THEY AFFECT YOUR RIGHTS.
To create and access our Services, you may need to provide credential information, such as a username and password, to access your account within the Services (“Account”). Your Account is solely for your personal use and may not be shared with anyone else. You must provide true, accurate, and complete credentials for your Account. You are responsible for maintaining the confidentiality of your Account credentials, and for all activities that occur under your Account. Colare will not be liable for any loss or damage arising from your failure to provide us with accurate Account information or to keep your credentials secure, and you agree to immediately notify Colare if you become aware of or suspect any unauthorized access of your Account or credentials.
BY USING COLARE’S SERVICES, YOU AFFIRM THAT YOU ARE 18 YEARS OR OLDER.
Please review our Privacy Policy, which also governs your access to and use of the Services, for information on how we collect, use and share your personal information.
If you are invited as a candidate (“Candidate”) by one of Colare’s business customers (“Customers”) to undertake an assessment on the Services (“Assessment”), then, in participating in an Assessment, you agree to the following:
Certain features in an Assessment make use of artificial intelligence, machine learning, or similar technologies (“AI Features”). These features may be used by Customers as part of their assessment of a Candidate for employment or in connection with employment.
By participating in an AI Feature, you acknowledge and agree that:
You understand that Customers use AI Features to assist in their evaluation of candidates and that the results, media, content, and/or output of AI Features (“Output”) are provided to Customers for their consideration. Customers may use AI Features in connection with their use of the Services, including but not limited to:
AI FEATURES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTY OF ANY KIND. YOU ACKNOWLEDGE AND AGREE THAT OUTPUTS MAY CONTAIN ERRORS, INACCURACIES, BIASES, OMISSIONS, OR INCOMPLETE INFORMATION. WITH RESPECT TO THE AI FEATURES AND ANY OUTPUT AND OTHER ANALYSES, COLARE DOES NOT GUARANTEE AND HEREBY DISCLAIMS ANY WARRANTY REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT AI TECHNOLOGY HAS INHERENT LIMITATIONS AND MAY NOT PERFORM CONSISTENTLY OR EQUALLY ACROSS ALL CIRCUMSTANCES, POPULATIONS, OR USE CASES. AI FEATURES ARE CONTINUOUSLY BEING IMPROVED AND UPDATED BY COLARE, AND YOU ACKNOWLEDGE THAT OUTPUTS AND RESULTS MAY CHANGE, VARY, OR BE MODIFIED OVER TIME WITHOUT NOTICE. COLARE IS NOT RESPONSIBLE FOR ANY DECISIONS, ACTIONS, OR CONSEQUENCES ARISING FROM OR RELATED TO YOUR USE OF OR RELIANCE ON OUTPUTS.
AI FEATURES ARE INTENDED TO SUPPORT, NOT REPLACE, THE CUSTOMER’S EVALUATION PROCESS. AI FEATURES MAY PRODUCE ERRORS, INACCURACIES, OR INCOMPLETE RESULTS. AI TECHNOLOGY IS EVOLVING, AND OUTPUTS MAY VARY OVER TIME. COLARE DOES NOT MAKE HIRING OR OTHER EMPLOYMENT DECISIONS REGARDING CANDIDATES; SUCH DECISIONS ARE MADE SOLELY BY THE RESPECTIVE CUSTOMER. COLARE IS NOT RESPONSIBLE FOR HOW CUSTOMERS OR ANY THIRD PARTIES USE, INTERPRET, OR ACT UPON OUTPUT, AND YOU RELEASE COLARE FROM ANY CLAIMS ARISING FROM SUCH USE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COLARE DISCLAIMS ALL LIABILITY FOR ANY CLAIMS, DAMAGES, LOSSES, OR EXPENSES ARISING FROM OR RELATED TO ANY OUTPUTS, AI ANALYSIS, OR YOUR USE OF AI FEATURES, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE. YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF AI FEATURES AND ANY RELIANCE ON ANY OUTPUTS.
Colare or its licensors exclusively own and reserve all rights, title and interest in and to the Services, Aggregate Data (as defined below), and all intellectual property rights related thereto.
Colare grants you a non-exclusive license to access and use the applicable Services under your Account, solely in the media hosted and made available to you by Colare and in accordance with these Terms.
If you provide Colare with any comments, reports, feedback, or suggestions (“Feedback”), you grant us the right and license to use that Feedback at our discretion and for any purpose, including by incorporating the Feedback or result of the Feedback into our Services.
Certain features of the Services enable you to submit, post, transmit, and/or share content, data, code, submissions, personal information and other material to the Services (“Content”). As between you and Colare, you own all rights in and to all your Content.
By submitting, posting, transmitting, and/or sharing any Content to the Services, you grant Colare a nonexclusive, royalty-free, fully paid up, sublicensable, transferable right and license to use, process, copy, reproduce, create derivative works of, distribute, modify, and display your Content (in whole or in part), in any and all media now known or hereafter devised for commercial and non-commercial purposes. Without limiting the foregoing, this license includes the right of Colare to (a) sublicense your Content to Customers as part of any Assessment you undertake, (b) process your Content using AI Features and other automated systems to analyze, evaluate, and generate insights regarding your Content, which analysis and insights may be provided to Customers, and (c) generate data that is derived or aggregated in deidentified form from your Content (“Aggregate Data”) and freely use and disclose Aggregate Data. You agree that, except with respect to your personal information, except as restricted by applicable law, this license includes the right of Colare to use, and to permit third parties to use, your Content for the purpose of training, developing, or testing artificial intelligence, machine learning models, or similar models or technologies. You agree that any use of your Content as permitted by these Terms is made without any compensation paid to you with respect to that Content.
You represent and warrant to all of the following and acknowledge that Colare is relying on these representations with respect to your Content:
Colare reserves the right, at our sole discretion, to monitor (including by automated means) Content and to block or remove Content from our Services, with or without notice. You are solely responsible for creating backup copies of your Content. The decision by us to monitor and/or take action with respect to your Content is not an assumption of responsibility or liability related to your Content. Colare will also fully cooperate with any law enforcement authorities, court order, or Digital Millennium Copyright Act takedown notice related to your Content.
Colare does not guarantee the accuracy, integrity, safety, or quality of any Content, whether provided by you or someone else. You are solely responsible for your Content.
COLARE IS NOT RESPONSIBLE FOR ANY CONTENT SUBMITTED BY YOU OR ANY THIRD PARTIES, AND YOU WAIVE ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST COLARE WITH RESPECT TO CONTENT SUBMITTED BY YOU OR ANY THIRD PARTY.
You may not, nor may you allow any third party to, do any of the following in connection with your use of the Services:
The Services are hosted in the United States. If you use the Services from outside the United States, you acknowledge that you are voluntarily transferring data and information, including personal information to the United States.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” COLARE DOES NOT MAKE AND HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, RELATED TO THE SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, TITLE, OR THAT THE SERVICES WILL BE UNINTERRUPTED, COMPLETE, ACCURATE, SECURE, ERROR-FREE, OR MEET ANY OF YOUR PARTICULAR NEEDS.
COLARE IS NOT RESPONSIBLE FOR, AND YOU RELEASE AND HOLD HARMLESS COLARE FROM, ALL LIABILITY FOR, ANY ACTIONS TAKEN BY OTHER USERS OF THE SERVICES (INCLUDING ANY CUSTOMERS) OR FOR ANY CONTENT, MATERIAL, PRODUCTS, OR SERVICES PROVIDED BY THIRD PARTIES THAT ARE LINKED TO OR MADE AVAILABLE THROUGH THE SERVICES.
COLARE AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, AND CONTRACTORS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AND AGENTS (THE “COLARE GROUP”) WILL NOT BE LIABLE FOR ANY OF THE FOLLOWING:
(a) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOST PROFITS, LOST TIME, LOST DATA, LOST USE, DAMAGES TO GOODWILL, OR LOST EMPLOYMENT OR BUSINESS OPPORTUNITIES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, REGARDLESS OF WHETHER ANY MEMBER OF THE COLARE GROUP WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE;
(b) CLAIMS, DAMAGES, OR LOSSES ARISING FROM OR RELATED TO: (i) ANY OUTPUT, ANALYSIS, SCORE, RESULTS, OR RECOMMENDATION GENERATED BY THE SERVICES; OR (ii) ANY DECISION MADE BY A CUSTOMER OR ANY THIRD PARTY BASED IN WHOLE OR IN PART ON THEIR USE OF THE SERVICES; OR
(c) AGGREGATE LIABILITY AMOUNT IN CONNECTION WITH OR RELATED TO THE SERVICES, REGARDLESS OF THE FORM OF ACTION, IN EXCESS OF THE GREATER OF (i) THE AMOUNT PAID BY YOU TO COLARE FOR THE SPECIFIC SERVICES GIVING RISE TO SUCH CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM OR (ii) ONE HUNDRED DOLLARS ($100.00).
NOTHING IN THE PRIOR LIMITATION OF LIABILITY SECTION WILL EXCLUDE OR LIMIT COLARE’S LIABILITY FOR: (a) DEATH OR PERSONAL INJURY; (b) FRAUD OR WILLFUL MISCONDUCT; OR (c) ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
THE ABOVE LIMITATIONS OF LIABILITY AND EXCLUSIONS SUBSECTIONS WILL APPLY THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW FOR CERTAIN EXCLUSIONS OR LIMITATIONS OF LIABILITY, SO, CERTAIN OF THE EXCLUSIONS OR LIMITATIONS OF THIS SECTION MAY NOT APPLY TO YOU.
You will defend, indemnify, and hold harmless the Colare Group from and against any and all loss, damages, suits, liability, costs, and expenses (including reasonable attorneys’ fees) related to third-party claims arising from your violation of these Terms. Colare will have the right to take over the exclusive defense of any claim subject to your indemnification and, in that case, you will reasonably cooperate with Colare related to the indemnification.
Even though the Website may be available worldwide, some or all of the Services may be subject to United States export controls. As a result, you may not access or use (or permit anyone else to access or use) the Services if you or they: (a) reside in or seek to access the Services from a country that is the target of a comprehensive trade embargo by the U.S. government; or (b) are an individual subject to U.S. Trade Controls, including being identified on a U.S. government restricted parties list, such as the U.S. Department of Treasury’s Specially Designated Nationals and Blocked Persons List, the Department of State’s Nonproliferation Sanctions List, or the Department of Commerce’s Denied Persons List.
These Terms are governed by and construed in accordance with the laws of the State of California, without reference to conflict of law principles.
ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES, OR OTHERWISE ARISING BETWEEN YOU AND COLARE OR THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION OR VALIDITY THEREOF, INCLUDING THE DETERMINATION OF THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE DETERMINED BY ARBITRATION IN SANTA CLARA COUNTY, CALIFORNIA BEFORE ONE ARBITRATOR. THE ARBITRATION SHALL BE ADMINISTERED BY JAMS PURSUANT TO ITS STREAMLINED ARBITRATION RULES AND PROCEDURES AVAILABLE AT HTTPS://WWW.JAMSADR.COM/RULES-STREAMLINED-ARBITRATION/. THE LANGUAGE TO BE USED IN THE ARBITRAL PROCEEDINGS WILL BE ENGLISH. JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. THIS CLAUSE SHALL NOT PRECLUDE PARTIES FROM SEEKING PROVISIONAL REMEDIES IN AID OF ARBITRATION FROM A COURT OF APPROPRIATE JURISDICTION. EACH PARTY WILL BEAR ITS OWN FEES, EXCEPT THAT COLARE WILL PAY ANY ARBITRATION FILING FEES IN EXCESS OF THE COST OF FILING A LAWSUIT IN COURT OR AS REQUIRED BY APPLICABLE LAW.
THE ARBITRATION PROVISIONS OF THIS SECTION DO NOT APPLY TO ANY CLAIM THAT IS WITHIN THE JURISDICTION OF A SMALL CLAIMS COURT CONSISTENT WITH THE JURISDICTIONAL AND DOLLAR LIMITS THAT MAY APPLY, AS LONG AS THE CLAIM IS AN INDIVIDUAL DISPUTE AND NOT A CLASS ACTION.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL DISPUTES BETWEEN YOU AND COLARE WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY, AND YOU WILL NOT HAVE THE RIGHT TO BRING ANY CLAIM AGAINST COLARE AS A PLAINTIFF OR MEMBER OF A CLASS ACTION OR OTHER ACTION BROUGHT BY OR ON BEHALF OF ANOTHER PERSON.
To submit any notices to Colare, contact Colare at admin@colare.com.
We may provide any notices to you by email to the email address associated with your Account or by posting the notices to Services’ landing page or to your Account.
We reserve the right to change these Terms from time to time. If we materially change these Terms, we will send you notice of the change, and the change will become effective upon the earlier of (a) your continued use of Services after we notify you of the change; or (b) thirty (30) days following our publication of the changed Terms.
YOU AGREE THAT REGARDLESS OF ANY STATUTE OF LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR USE OF THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR WILL BE FOREVER BARRED.
Colare reserves the right to limit, deactivate, or terminate the Services at any time. If you have a Subscription to a paid Plan at the time of termination, your Subscription will be canceled as provided by these Terms.
You may terminate your Account at any time by contacting admin@colare.com. Upon termination, Colare will deactivate your Account and handle your personal information in accordance with our Privacy Policy.
Colare may suspend your access to the Services, without notice, to resolve, at Colare’s sole discretion, any actual or threatened technical risks, problems, or circumstances that we determine may pose risk to the Services or to the rights of the Colare Group, you, or any third parties. Unless the suspension is a result of your actions, for any suspension lasting longer than 3 days, Colare will credit your future Plan Cycle or extend your final Plan Cycle for an amount commensurate with the term of the suspension. Additionally, if your payment method is declined or a chargeback is initiated, Colare may suspend or terminate your Subscription until valid payment is received. You agree to reimburse us for any costs incurred due to chargebacks or failed payments.
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties agree that the court should endeavor to give effect to the parties’ intent and the other provisions of these Terms shall remain in full force and effect.
Colare may assign our obligations and rights under these Terms at our discretion, including assigning them to a third party (this may happen, for example, if we sell our business or have another company provide all or part of the Services). If that happens, your rights under these Terms will not be affected and the party to whom we assign will take on our obligations under these Terms. You may not assign your Account, your use of the Services, or your obligations and rights under these Terms without our prior written consent, and any assignment without our consent will be null and void.
Except as otherwise expressly provided for in these Terms, there are no third-party beneficiaries to the Terms.
All sections of these Terms that by their nature survive the cancellation or termination of these Terms or your use of the Services will survive the cancellation or termination of these Terms or your use of the Services.
Neither Colare nor its licensors or partners will be liable for any delay or failure in performance resulting, directly or indirectly, from acts of nature, forces, or causes beyond their reasonable control, including, but not limited to, Internet failures, computer or equipment failures, electrical power outages, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, natural disasters, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties.