THESE TERMS OF USE CONSTITUTE A BINDING LEGAL AGREEMENT AND GOVERN THE USE OF THE CareerMotivations.com WEBSITE. PLEASE READ THEM CAREFULLY!

I. Introduction

A. Mission Statement

CareerMotivations.com’s Mission Statement is to put people in the right-fit career & education decisions so they can maximize their potential and live more fulfilling lives.

B. The CareerMotivations.com Website

The CareerMotivations.com Website, including all information, text, visual images, software, products and services used or available via the Website and the interactive user area referred to as My Account that is part of the Website (collectively, the “Website”), is owned and operated by CareerMotivations.com, Inc. (“CareerMotivations.com,” “we,” “our,” or “us”). Our Website is for the use of our members (“Members,” “you” or “your”) only. Our Website enables our Members to learn about, and apply for, employment & education opportunities with businesses that contract with us to find career & education seekers (“Sponsors”). We agree to provide you with access to our Website subject to these Terms of Use. In consideration for your use of our Website, you agree to use it in accordance with these Terms of Use, without reservation. If you register for, or access, our Website in any manner, your registration or access constitutes use of the Website. BY REGISTERING FOR OR ACCESSING OUR WEBSITE IN ANY MANNER WHATSOEVER, YOU INDICATE YOUR ACCEPTANCE OF THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT REGISTER FOR, ACCESS OR USE OUR WEBSITE. IF YOU WISH TO ACCESS AND USE OUR WEBSITE, YOU MUST SELECT THE “I ACCEPT” OPTION AT THE BOTTOM OF THE REGISTRATION FORM. IF YOU DO NOT WISH TO ACCESS OR USE OUR WEBSITE, YOU MUST SELECT THE “I DO NOT ACCEPT” OPTION AT THE BOTTOM OF THE REGISTRATION FORM. Any and all rights not expressly granted in these Terms of Use are reserved by CareerMotivations.com.

C. Modifications to our Website and to the Terms of Use

From time to time we will change, or make improvements to, our Website. Such changes and/or improvements shall be made without prior notice to you. We may provide you notice of such change on our Website or in e-mails we send to our Members.

From time to time, we also will change these Terms of Use or impose new conditions on the use of the Website, in which case we will post the revised Terms of Use on this Website. The revised Terms of Use will be effective immediately upon their posting on the Website. You are responsible for reviewing the most current version of these Terms of Use before using the Website to ensure that you agree to any revisions to these Terms of Use. If at any time you do not agree to the revisions we make to these Terms of Use, you should immediately stop accessing or using the Website in any manner whatsoever. By continuing to use the Website after we post any such changes, you accept the Terms of Use, as modified. You further agree that these methods of providing notice and acceptance of changes or revisions to these Terms of Use are reasonable.

II. Your Rights and Obligations

A. Service Eligibility

To be eligible to use the Website, you represent and warrant that you: (1) are fourteen (14) years of age or older; (2) are not currently restricted from the Website, or not otherwise prohibited from having an account with us, (3) are not a competitor of ours and are not using the Website for reasons that are in competition with us; (4) will only maintain one account with us at any given time (although you can delete an account and subsequently register for a new one, as long as you have only one active account at a time); (5) have full power and authority to enter into this agreement with us and to be bound by these Terms of Use and doing so will not violate any other agreement to which you are a party; (6) will not violate any rights of the Website, including intellectual property rights such as copyright or trademark rights; and (7) agree to provide at your cost all equipment, software, and internet access necessary to access and use the Website.

B. Registration

If you choose to create a profile on our Website, you must complete an online registration form. You agree (1) to provide true, accurate, current and complete information about yourself as prompted by the Website’s registration form, and (2) to maintain and promptly update the information you provide to us in order to keep your profile true, accurate, current and complete. If we have reasonable grounds to suspect that the information in your profile is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of our Website (or any portion thereof) by you. Our use of any personally identifying information you provide to us as part of the registration process is governed by the terms of our Privacy Policy.

C. User Name/E-Mail Address and Password

To log onto our Website, you will need a user name and password which you will supply when you register to use our Website. You are responsible for maintaining the security and confidentiality of your user name and password, and all activities (whether by you or by others) with respect to the Website that occur under your user name or password. You are also liable for all charges, damages and losses incurred or suffered by you and/or by us as a result of your failure to maintain the confidentiality of your user name and password. We are not liable for any harm or loss caused by or related to the theft or disclosure of your user name and password, or your authorization to allow another person to access and use the Website with your user name and password. You agree to notify us immediately of any unauthorized use of your user name and password, the need to deactivate your user name and password due to security concerns, or any other breach of security. You must ensure that you log out of your account at the end of each session.

D. Your License to Us

By submitting (e.g., uploading) any message, information, data, text, software, images, or other materials (“Content”) to the Website, you automatically grant CareerMotivations.com a royalty-free, perpetual, irrevocable, non-exclusive, fully paid up, transferable right and license to use, reproduce, modify, adapt, publish, distribute, translate, communicate to the public, create derivative works from, distribute, perform and display such Content (in whole or part) worldwide, or to incorporate it in other works in any form, media, or technology now known or later developed (for the full term of any rights that may exist in such Content), without restriction or compensation, and to grant and authorize sublicenses thereof. In addition, you warrant that you have waived all so-called “moral rights” in the Content. CareerMotivations.com and its designees shall have the right, but not the obligation, in their sole discretion to edit, refuse to post, or remove any Content posted on the Website that violates these Terms of Use or is otherwise objectionable. By providing Content to the Website, you represent and warrant that (1) you own the Content, (2) you are entitled to submit it to us and (3) the Content is accurate, truthful, not confidential, and not in violation of any contractual restrictions or other third party rights.

E. Your Responsibilities

Our Website is intended to be used only for lawful purposes by individuals seeking Education and/ or Employment. You may not use (or plan, encourage or help others to use) our Website for any purpose or in any manner that is prohibited by these Terms of Use or by applicable law (including but not limited to any applicable export controls). It is your responsibility to ensure that your use of our Website complies with these Terms of Use and to seek prior written permission from us for any uses not permitted or not expressly specified herein. If you do any of the items listed as numbers 6 through 34, below, we may, at our sole option, terminate your access to our Website.

In connection with using our Website, you agree that you will:

• 1. Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements;
• 2. Provide accurate information to us and update it as necessary;
• 3. Review and comply with our Privacy Policy ;
• 4. Review and comply with notices sent by us concerning the Website and our operation thereof; and
• 5. Use the Website in an honest, respectful and professional manner.

In connection with using our Website, you agree that you will not:

• 6. Act dishonestly or unprofessionally by engaging in unprofessional behavior or by posting inappropriate, inaccurate, or objectionable content to our Website;
• 7. Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information found on our Website (excluding Content posted by you) except as permitted in these Terms of Use or as expressly authorized by us;
• 8. Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used in connection with the Website, or any part thereof;
• 9. Include information in your profile or elsewhere, except in designated fields, that is confidential in nature or that reveals your identity or sensitive personal information such as an email address, phone number or address;
• 10. Create a user profile for anyone other than a natural person;
• 11. Utilize information, content or any data you view on and/or obtain from our Website to provide any service that is competitive, in our sole discretion, with our Website or our business;
• 12. Imply or state, directly or indirectly, that you are affiliated with or endorsed by CareerMotivations.com, unless you have entered into a written agreement with us to that effect;
• 13. Adapt, modify or create derivative works based on our Website or the technology underlying our Website, or other Members’ content, in whole or part;
• 14. Rent, lease, loan, trade or sell/re-sell access to our Website or any information therein, or the equivalent, in whole or part;
• 15. Deep-link to our Website for any purpose, (i.e. including a link to one of our web pages other than our Website’s home page) unless expressly authorized in writing by us or for the purpose of promoting your profile on our Website;
• 16. Use manual or automated software, devices, scripts, robots, or other means or processes to access, “scrape,” “crawl” or “spider” our Website;
• 17. Use bots or other automated methods to add or download contacts, send or redirect messages or perform other permitted activities;
• 18. Access, via automated or manual means or processes, our Website for purposes of monitoring its availability, performance or functionality or for any competitive purpose;
• 19. Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of our Website;
• 20. Attempt to or actually access our Website by any means other than through the interfaces provided by us;
• 21. Attempt to or actually override any security component included in or underlying our Website;
• 22. Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on our infrastructure, including but not limited to unsolicited communications to other Members or our personnel, attempts to gain unauthorized access, or transmission or activation of computer viruses;
• 23. Remove any copyright, trademark or other proprietary rights notices contained in or on our Website, including ours or any Sponsor’s;
• 24. Remove, cover or otherwise obscure any form of advertisement included on our Website;
• 25. Harass, abuse or harm another person, including sending unwelcome communications to others using our Website;
• 26. Collect, use or transfer any information, including but not limited to, personally identifiable information obtained from our Website except as expressly permitted in these Terms of Use or as the owner of such information may expressly permit;
• 27. Share information of non-Members without their express consent;
• 28. Interfere with or disrupt our Website, including but not limited to any servers or networks connected to our Website;
• 29. Invite people you do not know to join My Account;
• 30. Upload a cartoon, symbol, drawing or any content other than a head-shot photograph of yourself in your profile photo (if applicable);
• 31. Use or attempt to use another’s account without our authorization, or create a false identity on our Website;
• 32. Infringe or use our brand, logos and/or trademarks, including, without limitation, using the words “CareerMotivations” or “CareerMotivations.com,” or words likely to be confused with those words, in any business name, email, or URL, except as expressly permitted by us in writing;
• 33. Upload, post to My Account, email, transmit or otherwise make available or initiate any content that:
  • a. Falsely states, impersonates or otherwise misrepresents your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
  • b. Is unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable;
  • c. Adds to a content field content that is not intended for such field (i.e. submitting a telephone number in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by us);
  • d. Includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  • e. Infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights;
  • f. Includes any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation. This prohibition includes but is not limited to (i) using our Website to send messages to people who don’t know you or who are unlikely to recognize you as a known contact; (ii) using our Website to connect to people who don’t know you and then sending unsolicited promotional messages to those connections without their permission; and (iii) sending messages to distribution lists, newsgroup aliases or group aliases;
  • g. Contains software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of ours or any Member; and/or
  • h. Forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through our Website.
• 34. Participate, directly or indirectly, in the setting up or development of a network that seeks to create a pyramid scheme or other similar practice.