FOR COMPANIES, COLLEGES AND UNIVERSITIES
Welcome, and thank you for using Ping! The mission of Ping is to connect the world’s students and professionals, helping them to be more productive and successful. Ping shows students which companies, colleges, and universities will be the most excited to speak to them. On the other side of the experience, recruiters for companies, colleges, and universities can invite matched students to start a conversation.
If you do not agree to be bound by these Terms, then do not create an account with us and do not use Ping. If you already have an account, and you would like to terminate it, please contact us at: email@example.com. If you are accepting these Terms on behalf of your organization, any reference to “you” or “your” shall include the applicable organization.
2. Use of Ping
Upon payment of all applicable fees, Tallo grants to you and/or your organization a limited, revocable, non-exclusive, non-transferable, without any right to sub-license, license to access and use Ping solely for your internal recruiting purposes during the term of the event(s) you host through Ping. You are responsible for generating your profile and any other content you decide to post to Ping. You hereby grant to Tallo a non-exclusive, worldwide, royalty free, right to make, copy, distribute, access, display, distribute, and otherwise use any information contained in your profile or any other content posted to Ping so that Tallo may provide the services and comply with the obligations of these Terms and any other agreement between Tallo and other Ping users.
To use Ping, you represent and warrant that you: (a) are not currently restricted from using Ping by Tallo; (b) are not a competitor of Tallo or using Ping in any way that competes with Tallo; (c) will maintain only one account at a time; (d) have full power and authority to enter into these Terms; and (e) agree to provide, at your own cost and expense, all equipment, software, and internet access necessary to use Ping.
You covenant and agree that you will only contact Ping users for your internal recruiting purposes and you will not use Ping or any information acquired therefrom, including PII or other Confidential Information, for the sale or promotion of your goods or services or for the benefit of any third party including, but not limited to, the promotion of third party goods or services or the identification, tracking, comparing or recruiting of students for any third party.
You acknowledge that Tallo has the right, but not the obligation, to monitor communications between you and any Ping user and to access these communications at any time to ensure that your use of Ping is in compliance with these Terms.
3. Ownership of Ping
Tallo retains all right, title, and interest in and to Ping and any associated intellectual property right therein including, but not limited to, any inventions (whether patentable or not), copyrights, trade secrets, logos, trademarks and service marks. Tallo shall also own any ideas, concepts, suggestions, or improvements you submit to Tallo relating to Ping with no compensation to you. Tallo may modify, limit, replace, refuse access to, suspend, or discontinue Ping, in whole or in part, or adjust fees for Ping at any time, in Tallo’s sole discretion. Tallo will provide notice to you if any material changes are made to Ping. Tallo further reserves the right to withhold, remove, or discard any content you post to your account if the content is deemed to violate these Terms.
Tallo may allow third parties to use the Ping platform to offer services and functionality in conjunction with or outside of Ping. If you choose to use one of these Third Party Services, you may be bound by additional terms, conditions, and policies over which Tallo has no control. It is your responsibility to review these terms prior to using any Third Party Service.
4. Confidential Information
You acknowledge and agree that Tallo owns and/or controls certain confidential and proprietary information relating to Ping including, without limitation, the names, location, age, photographs and other personally identifiable information of Ping’s student and professional users (“User Information”) and other confidential business information owned and controlled by Tallo (collectively “Confidential Information”). You agree to keep secret and confidential such Confidential Information, and to not, either directly or indirectly, make known, divulge, reveal, furnish, or make any Confidential Information available to any third party without the prior written authorization of Tallo and to use Confidential Information solely for Your internal recruiting purposes. Your obligation shall not prevent a disclosure of Confidential Information to the extent such disclosure is required by law; provided, that prior to making any disclosure pursuant to this subsection, you will notify Tallo of the same, and Ping will have the right to participate with you in determining the amount and type of Confidential Information, if any, which must be disclosed in order to comply with applicable law. You agree to comply with any request by Tallo to permanently delete any Confidential Information in your possession or under your control in the event you breach these Terms.
You acknowledge and agree that User Information includes sensitive and personally identifiable information relating to its students, professionals, parents, and other third parties as such term is understood and/or defined under all applicable Laws (“PII”) and shall treat it as such. PII includes any information that can be associated with or traced to any individual, including an individual’s name, address, complete telephone number, e-mail address, social security number, or other similar specific factual information, regardless of the media on which such information is stored (e.g., on paper or electronically). Notwithstanding any language elsewhere to the contrary, PII which Ping collects, accesses, or otherwise obtains in connection with these Terms, as between you and Tallo, shall be the exclusive property and Confidential Information of Tallo irrespective of the form in which such PII is collected, accessed or otherwise obtained by you. Without limiting any other provision in these Terms, you shall strictly comply with all applicable current and future Laws relating to data privacy, personal data, and data protection. “Laws” shall include and refer to these Terms, as well as any and all federal (national), state, provincial, municipal or local laws, regulations, rules, judicial decrees, decisions and judgments, executive and government orders and ordinances, and any and all directives of regional legislative and regulatory bodies and implementing legislation, as well as rules and regulations of any self-regulatory organization by which any party may be bound, including the laws of each and every jurisdiction applicable to these Terms, Tallo, and you. You shall use your best efforts to maintain the security of all PII. If you download or otherwise extract any PII from Ping, you shall use reasonable encryption technologies for transmitting and storing PII. You also agree to employ reasonable network security techniques including firewalls, intrusion detection, and authentication protocols to further protect PII from disclosure. You have the right to change or modify your security measures for commercially reasonable purposes, but at all times shall maintain reasonable security in regards to any PII. You agree to cooperate with Tallo, at your own expense, in fulfilling Tallo’s obligation under any Law, including but not limited to any breach notification reporting requirements.
5. Security Requirements
You represent and warrant that you have and shall maintain an information security program that includes administrative, electronic, technical, physical and other security measures and safeguards reasonably designed, at a minimum, to: (a) ensure the security and confidentiality of all Confidential Information (specifically including PII); (b) protect against any unauthorized access to or use of Ping and all Confidential Information; (c) protect against any anticipated threats or hazards to the security or integrity of such Confidential Information; (d) limit access to Confidential Information to only your personnel who have a reasonable need for such information and who are bound by confidentiality terms at least as restrictive as those contained in these Terms; (e) instruct all persons who have access to Confidential Information of the necessity to maintain the confidentiality of the Confidential Information; and (f) ensure the proper, secure and lawful disposal of, or return to Tallo of, Confidential Information within its possession or control as required by these Terms. In the event you become aware of any unauthorized disclosure or access to Confidential Information, you shall immediately notify Tallo in writing and take all steps reasonably necessary to prevent any further access or disclosure of Confidential Information.
At any time during your use of Ping, and for a period of two (2) years thereafter, Tallo may audit your systems and records regarding the use of Ping to ensure your compliance with these Terms.
In the event that you become aware of (or reasonably suspect) that any PII has been compromised in any manner, you shall immediately notify Tallo in writing and provide all requested information about the event. For purposes of this obligation, “compromise” should be read most liberally to include, without limitation: (a) any unauthorized access to PII, (b) an unauthorized access to Ping, (c) any inadvertent disclosure of PII to any third party, (iv) any known or suspected misuse of PII by any person (even if such person was authorized to access the PII), (d) any suspected use of PII by any person outside of the scope of that person’s authority (even if such use does not result in harm to the individual data subject), (e) any known or suspected loss, alteration or destruction of PII other than as required (or permitted) by these Terms; and (f) any breach, or attempted or suspected breach, of its security related to areas, locations, passwords and login information, or computer systems which contain any PII, including (without limitation) any instance of theft, unauthorized access by fraud, deception, or other malfeasance or inadvertent access.
7. Warranties and Disclaimer
You covenant, represent and warrant to Tallo that: (a) you have the power and authority to enter into these Terms and complete the transactions contemplated hereby; (b) the person(s) accepting these Terms on behalf of you and/or your organization have the power and authority to bind you; (c) there is no action, suit, litigation or proceeding pending or to your knowledge, threatened against you that could prevent or impair their entry into these Terms or performance of your obligations hereunder; and (d) you agree to comply with any and all Laws applicable to you and/or your organization with respect to Ping.
PING IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE BASIS.” TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, TALLO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO PING, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. TALLO DOES NOT WARRANT THAT PING WILL NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS, IS ERROR-FREE, WILL BE FREE FROM INTERRUPTIONS, ARE COMPATIBLE WITH YOUR OPERATING ENVIRONMENT, IS FREE FROM MALWARE, VIRUSES, OR HARMFUL CODE, OR WILL ACCOMPLISH ANY PARTICULAR RESULT.
TALLO HAS NO OBLIGATION TO VERIFY THE IDENTITY OF ANY USER OF PING. TALLO DOES NOT CONTROL OR MONITOR USER GENERATED CONTENT AND PING MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE OWNERSHIP OR ACCURACY OF ANY SUCH CONTENT OR WHETHER OR NOT IT INFRINGES ON ANY THIRD PARTY RIGHTS. PING MAY LINK TO THIRD PARTY WEBSITES, PRODUCTS, AND SERVICES (COLLECTIVELY, “THIRD PARTY SERVICES”). TALLO HAS NO CONTROL OVER AND MAKES NO WARRANTIES WITH RESPECT TO THESE THIRD PARTY SERVICES.
YOU ACKNOWLEDGE THAT TALLO DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT PING MAY BE SUBJECT TO LIMITATIONS, INTERRUPTIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. TALLO IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
TALLO HAS NO LIABILITY FOR ANY LOSS, DAMAGE, CORRUPTION, OR UNAUTHORIZED DISCLOSURE OF ANY OF YOUR DATA, ELECTRONIC FILES, PERSONAL INFORMATION, FINANCIAL INFORMATION, OR CONTENT GENERATED BY YOU OR OTHER USERS, OR FOR ANY PHYSICAL DAMAGE TO ANY COMPUTER, HARDWARE, MOBILE DEVICE, OR OTHER EQUIPMENT.
NO REPRESENTATION OR OTHER AFFIRMATION OF FACT WHICH IS NOT CONTAINED IN THESE TERMS, INCLUDING STATEMENTS REGARDING CAPACITY, SUITABILITY FOR USE, ACCURACY OR PERFORMANCE OF TALLO OR ANY THIRD PARTY PRODUCT OR SERVICE, WHETHER MADE BY TALLO OR OTHERWISE, WILL BE DEEMED TO BE A WARRANTY FOR ANY PURPOSE OR GIVE RISE TO ANY LIABILITY OF PING.
8. Indemnification and Limit on Liability
You shall indemnify, defend, and hold harmless Tallo and its officers, directors, affiliates, and employees, from and against any and all damages, liabilities, actions, causes of action, suits, claims, demands, losses, costs and expenses (including without limitation reasonable attorneys’ fees and disbursements and court costs) to the extent arising from or in connection with: (a) your use of Ping; (b) any claim of infringement or misappropriation of intellectual property or other proprietary rights arising from any content that you post to Ping; (c) use of Ping in an application or environment for which it was not designed or for any unlawful purpose; (d) any unauthorized use or disclosure of PII; and (e) your violation of these Terms. With the exception of liability arising from Tallo’s gross negligence or willful misconduct, in no event shall Tallo’s liability exceed an amount equal to the amount paid by you in the twelve (12) period preceding the event giving rise to liability. In no event shall Tallo or its officers, directors, or employees be liable to you for any special, consequential, incidental, indirect, exemplary, or punitive loss or damage of any kind, (including, but not limited to, damages for lost profits or business interruption; any loss, damage, corruption, or unauthorized disclosure of any content, electronic files, personal information, financial information, or the like; or to your computer or equipment) whether or not Tallo has been advised of the possibility of such loss or damage.
Tallo may immediately terminate your access to and use of Ping in the event Tallo determines in its sole discretion that you have violated these Terms. You will not receive any refund, in whole or in part. Provisions of these Terms which, by their nature should reasonably be deemed to survive termination of your account, shall survive. Upon termination of your account, Tallo shall have no obligation to store, save, or otherwise provide you with access to Ping or any content you may have generated, posted, or saved to your account. Tallo recommends that you take steps to transfer this information prior to terminating your account.
These Terms set forth the entire agreement between you and Tallo with respect to Ping and supersedes all prior negotiations and dealings, oral or written. In the event of a conflict between these Terms and any other agreement or understanding between us, these Terms will govern. Any provision of these Terms which is prohibited or unenforceable in any jurisdiction shall be ineffective in that jurisdiction without invalidating the remaining portions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. You may not sell, assign, transfer, or otherwise dispose of your rights or delegate your duties under these Terms without our prior written consent. Tallo may freely assign or delegate all rights and obligations under these Terms in whole or in part without notice to you. These Terms shall be binding on any successors and assigns of Tallo. You agree to comply with all applicable export laws, codes, regulations, and license requirements of the United States of America and other applicable jurisdictions in connection while using Ping. These Terms shall be governed by and construed in accordance with the laws of the state of South Carolina, without regard to the principles thereof regarding conflict of laws, excepting applicable federal law. You agree that the Courts of Charleston County, South Carolina shall have exclusive jurisdiction to settle any claim or dispute between us. In the alternative, you agree that Tallo may elect to settle any dispute through an established alternative dispute resolution (“ADR”) provider. The ADR provider and the parties will agree that: (a) the arbitration shall be conducted by telephone, online, and/or be solely based on written submissions in a manner chosen by Tallo, (b) the arbitration shall not involve any personal appearance by us or witnesses unless we agree otherwise, and (c) any judgment on the award rendered by the arbitration shall be final and may be entered in any court of competent jurisdiction. Failure of Tallo to enforce any provision of these Terms shall not be construed as a waiver of such provision. Neither party shall be held liable for delay in fulfilling or failure to fulfill its obligations under these Terms, if such delay or failure is caused by events beyond the reasonable control of such party, including, without limitation, natural calamity, acts of God, or terrorist events, provided payment of fees shall not be so excused. Each party shall notify the other in writing of any situation that may prevent performance under the terms and conditions of these Terms.
Ping respects the intellectual property rights of others. If you believe that your intellectual property has been copied, posted, or distributed using Ping in a manner that constitutes copyright infringement, please contact Tallo using the information below so that Tallo can review your request and, if appropriate, remove the infringing content:
1501 Belle Isle Ave
Mount Pleasant, SC 29464
You agree that Tallo may communicate with you using your Ping account or other means such as your email or telephone number. Tallo may also communicate messages or notices to you about Ping by updating these Terms or posting notifications on the Ping website.
If you have questions or comments about these Terms, or if you would like to submit a complaint regarding content posted by a User, please contact us via email at firstname.lastname@example.org or via mail at:
1501 Belle Isle Ave
Mount Pleasant, SC 29464