8) ACCEPTANCE OF POLICIES

All the users of the TSC portal must accept to ALL THE POLICIES mentioned below, without exception. A user (Talent provider or Talent seeker) must agree to all the below mentioned policies to continue further. No user is allowed to perform any business on the portal without accepting the below mentioned policies. The policies that are need to be agreed to are:
1) Privacy policy
2) Cookie policy
3) User agreement policy
4) Code of conduct policy
5) Intellectual Property policy
6) DMCA policy
7) User Agreement Policy
8) Talent Provider Additional Terms and Conditions policy
9) Third party facilities usage policy
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9) USAGE RESTRICTIONS

You may not (or allow anyone else to) engage in any of the following when using the Website or Services (the “Usage Restrictions”):
 

a) Access or use the Services: (i) In any manner that infringes upon or violates third-party Intellectual Property Rights or rights of privacy or publicity, (ii) In a way intended to avoid incurring fees or exceed usage limits (including allowing multiple persons to use a single User license), (iii) To access or use the personal or confidential information of any third party without their permission, (iv) or purposes of competitive analysis or the development or provision of a competing service or product, (v) in violation of any law, rule, or regulation applicable to the Services, including any data protection laws (“Data Laws“), including General Data Protection Regulation as called as “GDPR” and the California Consumer Privacy Act, as applicable, (vi) to engage in any unauthorized or unlawful receipt, processing, transmission or storage of any personal data (defined below) of the TSC Group or any third parties, (vii) any manner that is reasonably likely to damage, disable, overload, or impair the Services, interfere with any third party’s use and enjoyment of the Services, or in any manner that TSC deems excessive or abusive;
 

b) Circumvent, or attempt to circumvent, any security feature or access restriction of the Services or any part thereof;
 

c) Modify, decompile, reverse engineer, recreate, disassemble, or otherwise make any changes to the Services or the Content (defined below in these Terms);
 

d) Falsify or delete any attribution, authorship or ownership, legal, or proprietary notices, labels, or designations of the Content or other components of the Services;

i. Copy, disclose, reproduce, broadcast, sell or re-sell, lease, redistribute, publish, distribute, prepare derivative works of, perform, publicly display, modify, combine with other products or services, or otherwise exploit the services or content,
ii. Download content that is not made available for download by TSC,
iii. Permit any non-user third party to view, access, or use the services or content;
 

e) Input, upload, transmit, access, or otherwise provide to or through the Services, any information or materials that are unlawful or injurious, or contain, transmit or activate any material that is technically harmful (including computer viruses, logic bombs, trojan horses, worms, harmful components, or other malicious software) (collectively, “Malware”);
 

f) Impersonate any person or entity, including TSC or any TSC employee, or falsely state or otherwise misrepresent an affiliation with any person or entity; or
 

g) If using a feature that permits users to post user-generated content, materials, or works to the Services or to interact with other users (collectively, “User content”), publish any User content that contains any material that: (i) is threatening, defamatory, obscene, indecent, seditious, offensive, harassing, annoying, pornographic, abusive, intended to incite hatred of any person or group, discriminatory, in breach of any of the Subscriber Group’s confidentiality obligations, (ii) is known to be false, misleading, or inaccurate, (iii) constitutes or encourages conduct that would be considered a criminal offense, give rise to civil liability, or otherwise be in violation of the law, (iv) infringes on or violates the Intellectual Property Rights (defined in separate document) or right of privacy or publicity (for example, by using the name or likeness of an identifiable person without their consent) of any third party, (v) contains any unsolicited or unauthorized advertising or promotional materials with respect to products or services, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation, (vi) TSC, in its reasonable discretion, believe restricts or inhibits anyone else from using or enjoying the Services.

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10) MONITORING BY TSC​

​We have the right, but not the obligation, to monitor the website and services (including by automated means), including interactive areas and user content posted, to determine compliance with these terms and any operating rules established by us and to satisfy any law, regulation, or authorized government request. TSC reserves the right to, in its sole discretion, remove, block, refuse to post, modify, or take other action with respect to user content as TSC deems appropriate, including but not limited to, where TSC believes that user content is in violation of these terms. You are solely responsible for creating backup copies of user content at your sole expense. The decision by us to monitor and/or take action with respect to user content does not constitute any responsibility or liability on our part in connection with or arising from your use of Interactive Areas. TSC will fully cooperate with any law enforcement authorities or court order requesting or directing TSC to disclose the identity or locate anyone posting any material in violation of the law.

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11) TRIALS​

a) Trial Terms: TSC may offer free or discounted trials of our Services (“Trial”), in our sole discretion. If TSC offers such a Trial, the Trial will be subject to these Terms and/or any other terms as TSC determines in its sole discretion. TSC may cancel or modify the terms of any free Trial at any time and in our sole discretion, without prior notice and without liability.
b) Billing after trial: IF YOU SIGN UP FOR A FREE TRIAL, YOUR TRIAL WILL AUTOMATICALLY CONVERT TO A PAID SUBSCRIPTION AT THE END OF YOUR TRIAL PERIOD, UNLESS YOU CANCEL THE TRIAL PRIOR TO THE END OF YOUR TRIAL PERIOD. ONCE YOUR TRIAL CONVERTS TO A PAID SUBSCRIPTION, YOU WILL BE AUTOMATICALLY BE CHARGED THE RECURRING SUBSCRIPTION FEES (DEFINED BELOW IN THESE TERMS) DESCRIBED AT TRIAL CHECKOUT IN ACCORDANCE WITH THESE TERMS. TO AVOID BEING CHARGED AFTER YOUR TRIAL ENDS, YOU MUST VISIT YOUR MEMBERSHIP SETTINGS AND CANCEL BEFORE THE END OF YOUR TRIAL PERIOD.
 

12) DISCLAIMERS

a) External site disclaimer: The website and certain features of the Services provide links to external Internet sites. TSC will not be liable for the use or the content of internet sites that link to the website or which are linked from it. TSC does not represent that it endorses any external sites or the content thereon, or that it believes the operation of any external site will be accurate, useful, or non-harmful. External sites may have technical inaccuracies, may cause mistakes or errors, and may transmit, store, or otherwise manipulate data in a manner that is objectionable to you. TSC’s privacy policy do not apply to any collection through external sites. You are responsible for taking precautions to protect yourself and your computer systems in connection with the use of external sites.
 

b) Warranty disclaimer: EXCEPT AS MAY BE EXPRESSLY PROVIDED FOR IN THESE TERMS: (A) THE WEBSITE AND THE SERVICES AND ARE PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND TSC EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; AND (B) YOU ACKNOWLEDGE THAT TSC DOES NOT WARRANT THAT THE WEBSITE OR SERVICES WILL MEET YOUR NEEDS, RESULT IN ANY SPECIFIC OUTCOME FOR YOU, OR BE UNINTERRUPTED, UP-TO DATE, TIMELY, SECURE, FREE FROM MALWARE, OR ERROR-FREE. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CERTAIN CIRCUMSTANCES, SO, DEPENDING ON WHERE YOU RESIDE, THE EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.

c) Availability Of website and Services: While TSC makes efforts to ensure that the website and services are normally available 24 hours a day, TSC will not be liable if for any reason the website only is unavailable at any time or for any period. Access to the website may be suspended temporarily and without notice in the case of system failure, maintenance or repair, or for reasons beyond TSC’s control. If the services provided to you under a subscription are suspended, please see the terms below regarding “Suspension of Services”.

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13) LIMITATION AND LIABILITY

a) Limitation of types of damages: TSC AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, AND CONTRACTORS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AND AGENTS (COLLECTIVELY, THE “TSC GROUP”) WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOST PROFITS, LOST TIME, LOST DATA, LOST USE, OR DAMAGES TO GOODWILL, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, REGARDLESS OF WHETHER ANY MEMBER OF THE TSC GROUP WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.
b) Limitation of liability for the website and trials: WITH RESPECT TO YOUR USE OF THE WEBSITE OR YOUR ENGAGING IN A TRIAL SUBSCRIPTION (NOT ANY SERVICES FOR WHICH YOU PURCHASE A SUBSCRIPTION):
YOU FOREVER RELEASE AND HOLD HARMLESS THE TSC GROUP FROM ANY AND ALL LIABILITY AND RESPONSIBILITY FOR ANY AMOUNT OR KIND OF LOSS OR DAMAGE THAT MAY RESULT TO YOU OR A THIRD PARTY IN CONNECTION WITH THE WEBSITE IN ANY WAY OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE WEBSITE, ANY OTHER WEBSITES LINKED TO THE WEBSITE OR THE MATERIAL ON SUCH OTHER WEBSITES, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE DUE TO VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT, SOFTWARE, DATA, OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING THE WEBSITE OR YOUR DOWNLOADING OF ANY MATERIAL FROM THE WEBSITE OR ANY OTHER WEBSITES LINKED TO THE WEBSITE. YOU ALSO SPECIFICALLY ACKNOWLEDGE THAT TSC IS NOT LIABLE FOR ANY ACTUAL OR ALLEGED DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF OTHER USERS OF THE WEBSITE OR ANY OTHER THIRD PARTIES. YOU ARE RESPONSIBLE FOR TAKING PRECAUTIONS TO ENSURE THAT THE PROCESS WHICH YOU EMPLOY FOR ACCESSING THE WEBSITE DOES NOT EXPOSE YOU TO THE RISK OF VIRUSES, MALICIOUS COMPUTER CODE, OR OTHER FORMS OF INTERFERENCE WHICH MAY DAMAGE YOUR OWN COMPUTER SYSTEM.
 

14)LIMITATION OF LIABILITY FOR PAID SERVICES

WITH RESPECT TO ANY SERVICES FOR WHICH YOU PURCHASE:
THE MAXIMUM AGGREGATE LIABILITY OF THE TSC GROUP IN CONNECTION WITH OR RELATED TO PAID SERVICES, REGARDLESS OF THE FORM OF ACTION, WILL NOT EXCEED THE AMOUNT PAID BY YOU TO TSC FOR THE SPECIFIC SERVICES GIVING RISE TO SUCH CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.
 

NOTHING IN THIS SECTION WILL EXCLUDE OR LIMIT TSC’S LIABILITY FOR: (I) DEATH OR PERSONAL INJURY; (II) FRAUD OR WILLFUL MISCONDUCT; OR (III) ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW FOR CERTAIN EXCLUSIONS OR LIMITATIONS OF LIABILITY, SO, DEPENDING ON WHERE YOU RESIDE, CERTAIN OF THE EXCLUSIONS OR LIMITATIONS OF THIS SECTION MAY NOT APPLY TO YOU.

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15) INDEMNIFICATION
You agree to defend, indemnify, and hold harmless the TSC Group from and against any and all loss, damages, liability, costs, and expenses (including attorneys’ fees) arising from third-party claims related to your use of the Website or the Services. TSC will have the right to take over the exclusive defense of any claim for which we are entitled to indemnification; in that case, you will reasonably cooperate with TSC’s requests related to the indemnification.

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16) COPYRIGHT INFORMATION
The provisions of this Section apply only to individuals and corporations that access and use the website from the United States of America:
 

a) Digital Millennium Copyright Act (DMCA) Issues: TSC values the intellectual property rights of you and others. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the website or services infringe your copyright, you may request removal of those materials (or access to those materials) by submitting written notification to our Copyright Agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. §512) (“DMCA”), the DMCA notice must include substantially the following (failure to include this information may render your notice ineffective):
i. your physical or electronic signature;
ii. identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works, a representative list of such works;
iii. identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material;
iv. adequate information by which we can contact you (for example, your name and postal address, telephone number, and/or email address);
v. a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law;
vi. a statement that the information in the written notice is accurate; and
vii. a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner,
 

b) Copyright Agent: Our designated copyright agent to receive DMCA Notices in the United States is:
 

Talent Share Corporation
ATTN: Copyright Agent, Legal Department
702 Russell Ave, Suite 470
Gaithersburg MD 20877
Email: legal@talent-share.com

c) Truthfulness: Please be aware that you may be liable for damages (including costs and attorneys’ fees) under the DMCA if you knowingly materially misrepresent that material or activity is infringing your copyright.