1.Use of the Services and Websites

1.1 Subject to compliance by You, the employees and End-Customers with these Terms and solely during the Subscription Term, You have the limited right to access and use the Service in accordance with the Service Plan(s) that You subscribe to for Your internal business purposes. You may not allow more than one third party (other than Your Affiliates) to use your Account to provide customer service or support without prior notification to Skills2Talent / OKR Stars. Without limiting the foregoing, Your right to access and use the API is also subject to the restrictions and policies implemented by Skills2Talent / OKR Stars from time to time with respect to the API as set forth on http://Skills2Talent.com or otherwise communicated to You in writing. You must be 18 years or older to use the Service.

1.2 In addition to complying with the other terms, conditions and restrictions set forth below in these Terms, You agree not to (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Services available to any third party, other than Employees and End-Customers in furtherance of Your internal business purposes as expressly permitted by these Terms; (b) use the Service To Process data on behalf of any third party other than Employees or End-Customers; (c) modify, adapt, or hack the Service or otherwise attempt to gain unauthorized access to the Service or related systems or networks; (d) falsely imply any sponsorship or association with Skills2Talent / OKR Stars; (e) use the Service in any unlawful manner, including but not limited to violation of any person’s privacy rights; (f) use the Service to send unsolicited or unauthorized junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages; (g) use the Service to store or transmit files, materials, data, text, audio, video, images or other content that infringes on any person’s intellectual property rights; (h) use the Service in any manner that interferes with or disrupts the integrity or performance of the Service and its components; (i) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any Software making up the Service; (j) use the Service to knowingly post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory; (k) use the Service to store or transmit any “protected health information” as that term is defined in 45 C.F.R. 160.103 unless expressly agreed to otherwise in writing by Skills2Talent / OKR Stars; (l) use the Service to knowingly post transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other similar harmful software (“Malicious Software”); or (m) try to use, or use the Service in violation of these Terms.

1.3 You are responsible for compliance with the provisions of these Terms by Employees and End-Customers and for any and all activities that occur under Your Account, as well as for all Your Data. Without limiting the foregoing, You are solely responsible for ensuring that Your use of the Service to store and transmit Your Data is compliant with all applicable laws and regulations. You also maintain all responsibility for determining whether the Service or the information generated thereby is accurate or sufficient for Your purposes. Subject to any limitation on the number of individual Employees available under the Service Plan for which You subscribed, access to and use of the Service is restricted to the specified number of individual employees permitted under Your subscription to the Service. You agree and acknowledge that each Employee will be identified by a unique username and password (“Login”) and that an Employee Login may only be used by one (1) individual. You will not share an Employee Login among multiple individuals. You and Your Employees are responsible for maintaining the confidentiality of all Login information for Your Account. The Skills2Talent / OKR Stars Group will not be held liable for any damage or loss that may result from Your failure to protect Your login information, including Your password.

1.4 In addition to Our rights as set forth in Section 8.4, Skills2Talent / OKR Stars reserves the right, in Skills2Talent / OKR Stars’s reasonable discretion, to temporarily suspend Your access to and use of the Service: (a) during planned downtime for upgrades and maintenance to the Service (of which Skills2Talent / OKR Stars will use commercially reasonable efforts to notify You in advance through our Service) (“Planned Downtime”); (b) during any unavailability caused by circumstances beyond Our reasonable control, such as, but not limited to, acts of God, acts of government, acts of terror or civil unrest, technical failures beyond Our reasonable control (including, without limitation, inability to access the Internet), or acts undertaken by third parties, including without limitation, distributed denial of service attacks; or (c) if We suspect or detect any Malicious Software connected to Your Account or use of the Service by You, Employees, Your Affiliates or End-Customers. We will use commercially reasonable efforts to schedule Planned Downtime for weekends (Pacific / Indian Standard Time zone) and other off-peak hours.

1.5 You will need a high speed Internet connection in order for the Service to function as intended. You are responsible for procuring and maintaining the network connections that connect Your network to the Service, including, but not limited to, “browser” software that supports protocols used by Skills2Talent / OKR Stars, including Secure Socket Layer (SSL) protocol or other protocols accepted by Skills2Talent / OKR Stars, and to follow procedures for accessing services that support such protocols. We are not responsible for notifying You, Employees, Your Affiliates or End-Customers of any upgrades, fixes or enhancements to any such software or for any compromise of data, including Your Data, transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned, operated or controlled by Skills2Talent / OKR Stars. We assume no responsibility for the reliability or performance of any connections as described in this section.

1.6 We do not guarantee that Our Websites, or any content on them, will always be available or be uninterrupted. We reserve the right to suspend, withdraw, discontinue or change all or any part of Our Websites, excluding the Service, without notice. We will not be liable to You if for any reason Our site is unavailable at any time or for any period. You are responsible for making all arrangements necessary for You to have access to Our Websites.

1.7 You may link to our Websites provided You do so in a way that is fair and legal and does not damage Our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on Our part where none exists. You must not establish a link to Our Websites in any website that is not owned by You. Our Websites must not be framed on any other website, nor may You create a link to any part of Our Websites other than the home page. We reserve the right to withdraw linking permission without notice.

1.8 Where Our Websites contain links to other websites and resources provided by third parties, these links are provided for Your information only. We have no control over the contents of those websites or resources.