Coferral Terms of Service

Last updated: September 4, 2026.

These Terms of Service (these “Terms” or this “Agreement”) apply to the Services (as defined below) owned and operated by Coferral, Inc. (the “Company”). The Company’s Services provide a technology-enabled talent acquisition marketplace whose purpose is to connect job seekers with career opportunities, provide recruiters and hiring companies with professional and colleague-based signals regarding candidates, facilitate referrals, and improve the quality and efficiency of hiring. The Services may include the Company’s website, browser extension, applications, software, and related tools and functionality.

PLEASE NOTE: Your access to and use of the Services is subject to these Terms, as well as all Applicable Law (as defined below). By clicking on an “I Agree,” “Accept,” or similar button, creating an Account, installing or using a Company Browser Extension, or otherwise accessing or using the Services, you confirm that you have read these Terms carefully and agree to be bound by them. If you do not accept and agree to be bound by any of these Terms, you are not authorized to access or otherwise use the Services or any information or Content contained on the Services. Your access to and use of the Services constitutes your acceptance of and agreement to abide by each of the terms and conditions set forth below.

These Terms may be changed, modified, supplemented, or updated by the Company from time to time. Updated Terms may be posted on the Company website or otherwise within the Services. To the extent required by Applicable Law, Company will provide notice of material changes. Unless otherwise indicated, any new Content, functionality, software, or services added to the Services will also be subject to these Terms effective upon the date of such addition. You are encouraged to review the Services and these Terms periodically for updates and changes. If you are using the Services on behalf of a legal entity, you represent that you are authorized to enter into and agree to these Terms on behalf of that legal entity.

If you have any questions about these Terms, please contact us at support@coferral.com.

1. Acceptance of Terms

1.1 Acceptance

When you access or otherwise make use of our Services, you acknowledge, agree to, and are bound by the terms and conditions of these Terms. If you do not agree to be bound by these Terms, do not continue to access or otherwise make use of the Services. Certain uses of the Services may be subject to separate agreements or supplemental terms that will be provided to you prior to such use.

1.2 Restrictions on Acceptance

When you access or otherwise make use of the Services you acknowledge and agree that:

1. if you are an individual accepting these Terms on behalf of any legal entity, including any company, organization, government, or governmental agency, you have been authorized to do so and to act on behalf of such legal entity;

2. you have read and understand all of the provisions, terms, and conditions set forth in these Terms;

3. you will be bound by all of the provisions, terms, and conditions set forth in these Terms;

4. you are at least sixteen (16) years of age and, if under the age of eighteen (18) or the age of majority as defined in your jurisdiction, your use of the Services is supervised by a parent or other legal guardian;

5. unless you have entered into a separate written agreement with Company expressly permitting such use, you are not a Staffing Agency or Representative of a Staffing Agency that intends to use the Services to review Users in order to source and retain workers, employees, contractors, or other personnel for or on behalf of third-party Hiring Companies pursuant to an agreement with such Hiring Companies;

6. you are not a business or representative of a business that intends to use the Services to sell products or services to, or solicit sales from, any User of the Services;

7. you are not a business or representative of a business that intends to use the Services to source employees or applicants for any illegal business activities;

8. you have the right, authority, and capacity to enter into these Terms and to abide by all terms and conditions of these Terms;

9. you have not previously used the Services through an Account that Company has terminated or suspended in accordance with these Terms, unless Company has expressly authorized you to create or use a new Account;

10. you have a valid email address;

11. you have a valid U.S. phone number;

12. you are a resident of one of the fifty (50) states of the United States, or a resident of Washington, D.C., and have a valid postal mailing address confirming the same; and

13. these Terms are the legal equivalent of a signed, written contract between you and Company.

If you are unable or unwilling to confirm the above statements, then you must not accept these Terms or otherwise access or make use of the Site or other Services. YOU ACKNOWLEDGE AND AGREE THAT, EVEN IF YOU DO CONFIRM THE ABOVE STATEMENTS, COMPANY RESERVES THE RIGHT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TO DENY ACCESS TO AND/OR USE OF THE SERVICES, AND THAT YOUR COMPLIANCE WITH THE ABOVE, WHILE NECESSARY TO PROPERLY ACCESS AND MAKE USE OF THE SERVICES, DOES NOT OBLIGATE COMPANY TO PROVIDE YOU WITH ACCESS TO AND/OR THE RIGHT TO USE THE SERVICES OR ANY PORTION THEREOF.

2. Definitions

Unless context requires otherwise, capitalized terms not defined within the Agreement shall have the following meanings:

1. “Affiliate”. means, with respect to a party, any person, firm, corporation, partnership (including general partnerships, limited partnerships, and limited liability partnerships), limited liability company, or other entity that now or in the future directly controls, is controlled by, or is under common control with such party.

2. “Applicable Law”. means any and all applicable federal, state, and local laws, statutes, ordinances, regulations, rules, binding governmental orders, and other legal requirements that are now in effect or that may come into effect during the Term.

3. “Browser Extension”. or “Extension” means any browser extension, browser-based tool, or related software made available by Company for use in connection with the Services, including the Coferral Helper browser extension.

4. “Company,” “we,” “our,”. or “us” means Coferral, Inc. together with its Affiliates.

5. “Content”. means texts, pictures, electronic communications, video, graphics, logos, button items, images, works of authorship, software interfaces, and other content made available through or in connection with the Services.

6. “Extension Data”. means information accessed, collected, generated, processed, transmitted, or imported through the Browser Extension in connection with its disclosed functionality, including information relating to a User’s professional connections and information used to authenticate, secure, or associate an import with the appropriate Account. Extension Data does not include a password merely because a browser or Third-Party Platform uses authentication credentials in connection with a User session.

7. “Hiring Company”. means any User that makes use of the Services for the purpose of identifying and evaluating Individual Users as candidates for the Hiring Company’s open job listings.

8. “Individual User”. or “Candidate” means any User that makes use of the Services for the purpose of identifying and evaluating employment opportunities pursuant to these Terms. For the avoidance of doubt, Individual Users are not official applicants for a Hiring Company’s open positions merely because they have a Coferral Account, and Company does not prescreen Individual Users or subject Individual Users to any screening process on behalf of Hiring Companies. It is the Hiring Company’s responsibility to screen Individual Users upon engaging such Individual Users to proceed through the Hiring Company’s hiring processes.

9. “Location”. means a single distinct business location of a Hiring Company operating at a valid address provided to Company by the Hiring Company.

10. “Member”. means any User that has registered an Account in order to make use of the Services.

11. “Personal Information”. or “PI” means information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked with a particular individual or household, to the extent treated as personal information or personal data under Applicable Law. Depending on context, PI may include your name, phone number, email address, Content that you provide, job history, physical address, compensation preferences, job preferences, and other identifying information.

12. “Platform”. means the Coferral website, Browser Extension, applications, software, and accompanying Services made available by Company, including but not limited to User Profiles and User-accessed functionality relating to Content, Recommendations, Referrals, Referral Payments, and professional network information.

13. “Recommendation Payment”. means the fee paid by the Hiring Company as part of the Service Fees, upon hiring any Individual User through the Platform, to Individual Users who have Recommended, but not Referred, an Individual User who was hired through the Platform, subject to the applicable payment terms and eligibility rules of the Services.

14. “Recruiter”. means any User that makes use of the Services for the purpose of identifying and evaluating Individual Users for employment opportunities with Hiring Companies.

15. “Refer,” “Referred,”. or “Referral” means use of the Platform to refer an Individual User for a job listed on the Platform.

16. “Referral Payments”. means the fee paid by the Hiring Company to a Recruiter or an Individual User upon hiring any Individual User Referred through the Platform, subject to the non-circumvention rules in Section 14.2 and any additional eligibility requirements disclosed through the Services.

17. “Representative”. means an employee, agent, or manager of a Hiring Company User or Recruiter User accessing and making use of the Services to review and interact with Individual Users in order to evaluate them as potential employees.

18. “Services”. means Company’s interactive technology platform, including the Site, Browser Extension, applications, software, tools, and related functionality made available by Company, through which Users may create Profiles, manage professional network information, make or receive Recommendations and Referrals, identify or evaluate employment opportunities or candidates, process payments, and otherwise interact in connection with their respective employment, referral, recruiting, and hiring goals.

19. “Service Fees”. means the fee paid by the Hiring Company to Coferral upon hiring any Individual User Referred through the Platform, subject to the non-circumvention rules in Section 14.2, and may include Recommendation Payments paid to eligible Individual Users.

20. “Site”. means Company’s website located at Coferral.com and related Company-controlled web properties through which the Services are offered.

21. “Staffing Agency”. means any professional staffing agency, temporary work agency, temp agency, temporary staffing firm, or other similar business that sources and retains workers, employees, contractors, or other personnel for or on behalf of third-party Hiring Companies.

22. “Third-Party Platform”. means any third-party website, application, platform, network, service, or data source that a User accesses or interacts with in connection with the Services or Browser Extension, including professional networking platforms such as LinkedIn.

23. “User,” “you,”. or “your” means the person or entity that accesses or otherwise makes use of the Services as an Individual User, Recruiter, Hiring Company, or other authorized user of the Services.

24. “User Information”. means the information that you provide to us in order to register an Account and make use of the Services and may include PI.

3. Profiles

When you register with us for access to the Services and successfully complete the account registration process you will become a “Member” of the Services. As a Member, you will have the opportunity to create a profile (“Profile”) either as an Individual User, a Recruiter, or a Hiring Company and to add information, data, video, images, and other materials to your Profile(s) (“Profile Content”). We encourage Members to create and maintain their Profiles and to provide relevant, appropriate, and current Profile Content in accordance with these Terms. Account inactivity, incomplete Profiles, or Profiles that lack pertinent Profile Content may experience reduced exposure to other Users of the Services.

All Members are responsible for monitoring the Profile Content uploaded or added to their Profiles, whether uploaded by the Member or by a third party at the Member’s direction. Professional network information imported through the Browser Extension or other Company-provided import functionality may be displayed or used in connection with your Account but will be treated in accordance with the Privacy Policy and the Extension-specific provisions of these Terms. Importing information about another person does not give you ownership of that person’s information or expand any rights you may have to use or disclose that information.

Please note that you, and not Company, are responsible for maintaining appropriate copies of Profile Content you wish to retain. Company will not be liable to you for any loss or corruption of your Profile Content except to the extent such liability cannot be limited under Applicable Law. You understand and intend that allowing access to your Profile or otherwise sharing or disclosing information with another User through functionality you affirmatively select is authorized by you and will be handled by Company in accordance with these Terms and the Privacy Policy.

4. Accounts

In order to access certain Services, including to create and manage a Profile or post Profile Content, you must register to create an account (“Account”) and become a Member. You agree to provide accurate, current, and complete User Information during the registration process and to update such User Information to keep it accurate, current, and complete. Company reserves the right to suspend or terminate your Account if information provided during the registration process or thereafter proves to be inaccurate, not current, incomplete, fraudulent, or otherwise in violation of these Terms.

You may be asked to create a password or use another authentication method when you create or access your Account. Company does not need your plaintext password in order to provide administrative support and does not require you to disclose your password to Company personnel. You are responsible for safeguarding your password and other Account credentials. You agree that you will not disclose your password or Account credentials to any unauthorized third party. Except for activities or actions taken by Company or its authorized personnel through Company’s administrative tools, you are responsible for activities or actions occurring through your Account, including activities or actions taken by persons to whom you have provided access to your Account or Account credentials. You will immediately notify Company if you become aware of any unauthorized access to or use of your Account.

You agree that you will not sell, transfer, license, or assign your Account, username, or Account rights except as expressly permitted by Company. Unless Company expressly provides functionality permitting an organization administrator to create or manage an Account for another authorized user, you may not create an Account for another person. You represent that all information you provide to Company upon registration and at all other times will be true, accurate, current, and complete, and you agree to update your information as necessary to maintain its truth and accuracy.

4.1 Account Administration and Support

You acknowledge and agree that Company may provide certain authorized employees, contractors, agents, or representatives with access to administrative tools that allow them to access, view, manage, or modify your Account, Profile, Profile Content, account settings, and other information associated with your use of the Services. Such administrative access may occur without Company having access to or knowledge of your Account password.

Company may use such administrative tools where reasonably necessary to: (a) provide customer service or technical support; (b) respond to or fulfill a request made by you; (c) troubleshoot, diagnose, or correct technical issues, errors, or inaccurate information; (d) operate, maintain, test, improve, or protect the Services; (e) investigate, prevent, or address suspected fraud, misuse, abuse, unauthorized activity, or security incidents; (f) enforce these Terms or other Company policies; (g) protect the rights, property, safety, security, or integrity of Company, the Services, Users, or third parties; or (h) comply with Applicable Law, legal process, or governmental requests.

In connection with these purposes, authorized Company personnel may, where reasonably necessary, take actions through or with respect to your Account. Where an administrative action would communicate with another User or third party, submit a Recommendation or Referral, alter your stated employment preferences, apply or express interest in an employment opportunity, accept or reject a Referral, or otherwise represent a substantive decision by you, Company will not take such action on your behalf unless: (i) you have requested or authorized the action; (ii) the action is reasonably necessary to correct an error or restore functionality; (iii) the action is reasonably necessary to prevent or address fraud, misuse, abuse, or a security issue; (iv) the action is necessary to enforce these Terms; or (v) the action is required by Applicable Law.

Company will limit administrative access to personnel who have a legitimate business need for such access and may maintain records of administrative access and actions for security, compliance, support, and operational purposes. Administrative access to, or actions taken with respect to, your Account by Company do not create an agency, employment, partnership, joint venture, fiduciary, recruiter, staffing, or other similar relationship between you and Company, except to the extent expressly stated in these Terms.

Administrative access to Extension Data is subject to the additional limitations in Section 5.4.6, the Privacy Policy, Applicable Law, and any applicable browser-extension marketplace requirements.

5. Usage and Subscriptions

To fully utilize or access certain Services, you may be required to register for one of three (3) types of User subscriptions or account types as outlined below. Registration requirements, payment setup, and applicable fees may vary by User type and by the features used. Company may require an email address, an account with an applicable Third-Party Platform for specific features, and/or an account with Stripe or another payment provider to enable payments. Fees, if any, will be disclosed through the Services or in a separate agreement.

5.1 Individual User Subscription

Individual Users create a profile (“Individual Profile”) where they can document their career interests, job styles, salary requirements, and ideal companies they would work for if they were to change jobs or careers. An Individual User may add or import information regarding professional connections into the Individual User’s Account through functionality made available by Company, including the Browser Extension where available. Individual Users may review and “Recommend” or “Not Recommend” eligible professional connections in accordance with the functionality and limitations of the Platform. Individuals can only Recommend ten percent (10%) of their eligible connections, up to two hundred fifty (250) Recommendations in total. An Individual User can list the top three skills of Recommended colleagues.

The Platform may aggregate Recommendations and Top Skills of Individual Users while keeping confidential from other Users the identity of the Individual User who made a particular Recommendation or Non-Recommendation, except as otherwise expressly disclosed through the Services or Privacy Policy. Individual Users can also Refer their Recommended colleagues to open job listings posted on the Platform. The Individual Profile may allow Individual Users to receive Referrals and approve or deny them before they are provided to a Hiring Company. Each Individual Profile may be masked or limited to Recruiters until the Recruiter completes an applicable Unlock transaction or otherwise receives authorized access through the Services. Individual Users may receive a payment (“Referral Payment”) when an eligible Referral is hired on the Coferral Platform, when eligible Recommended colleagues are hired on the Coferral Platform (“Recommendation Payment”), and when their Individual Profile has been unlocked by Recruiters to see additional Individual Profile information (“Unlock Payment”), in each case subject to the payment terms, eligibility rules, and functionality then made available by Company.

5.2 Hiring Company Subscription

Hiring Companies create a profile (“Company Profile”) where they can describe their company, culture, and perks or benefits of working for them. Individual members of a Hiring Company User may be allowed to create their own profile under the Hiring Company’s account umbrella. Hiring Companies agree to pay fees disclosed by Coferral to list open job listings on the Coferral Platform and to pay applicable Referral Payments and Service Fees through the Platform. The Company Profile allows Hiring Companies to receive Referrals from Recruiters and Individual Users for open job listings, which the Hiring Company may accept or deny. The Hiring Company may rank the quality of a Referral made to it for an open job listing, which may be reflected in the profile or performance information associated with the Individual User or Recruiter making the Referral. The Platform may process Referral Payments from Hiring Companies to Individual Users and/or Recruiters along with Service Fees, inclusive of Recommendation Payments to eligible Individual Users, when the Hiring Company fills an open role through a Referral made on Coferral. If you are a Staffing Agency or Representative of a Staffing Agency interested in using the Services, you must use the account type and enter into any supplemental terms required by Company for that use.

5.3 Recruiter Subscription

Recruiters create a profile (“Recruiter Profile”) to represent themselves as a Recruiter, distinct from an Individual User. Recruiters may search Coferral’s database of Individual Users using available search criteria, which may include defined career interests or preferences, the number of times an Individual User has been Recommended by colleagues, and the skills for which the Individual User has been Recommended. Recruiters may pay a fee to “Unlock” an Individual Profile to access additional profile and contact information made available by the Individual User through the Services. Recruiters may then refer any Individual User whose Account they have Unlocked, or whom they are otherwise authorized to refer through the Services, to an open job listing on the Platform. The Platform may also process Referral Payments to Recruiters who have Referred an Individual User to an open job listing and that Individual User is hired through the Coferral Platform, subject to applicable eligibility and payment rules.

5.4 Coferral Helper Browser Extension

5.4.1 Optional Extension

Company may make available an optional Browser Extension that allows eligible Users to import limited information regarding their professional connections into their Coferral Account and use that information in connection with features of the Services, including Recommendations and Referrals. Installation and use of the Browser Extension are voluntary. Certain functionality may require the User to be authenticated to both Coferral and an applicable Third-Party Platform. The current Extension may support importing certain information displayed to you in your connections list on a professional networking platform such as LinkedIn.

5.4.2 User-Initiated Operation

The Browser Extension is intended to operate only in response to actions initiated by the User and in accordance with functionality disclosed to the User through the Extension, the Site, the applicable browser-extension marketplace, and Company’s Privacy Policy. By initiating an import or other Extension functionality, you instruct and authorize Company and the Browser Extension to access, process, transmit, and store the information reasonably necessary to perform the functionality you requested, subject to these Terms and the Privacy Policy.

5.4.3 Third-Party Platforms

The Browser Extension may interact with websites or services operated by third parties. Unless expressly stated otherwise, Company is not affiliated with, endorsed by, sponsored by, or authorized by the operator of any Third-Party Platform merely because the Browser Extension is capable of interacting with that platform. Third-Party Platforms are governed by their own terms, policies, technical restrictions, and access requirements, which may change from time to time.

You are responsible for reviewing and complying with the terms and policies applicable to your use of any Third-Party Platform. Company does not warrant that use of the Browser Extension will be permitted by any Third-Party Platform or that a Third-Party Platform will continue to permit the access, functionality, or technical methods on which the Browser Extension depends. Company may modify, suspend, restrict, or discontinue Browser Extension functionality that depends upon a Third-Party Platform at any time, including in response to changes in the Third-Party Platform’s technology, policies, access requirements, legal requirements, or enforcement practices.

5.4.4 Your Professional Network Information

You represent and warrant that you will use the Browser Extension only in connection with accounts and information that you are authorized to access and that you will not knowingly use the Browser Extension to obtain, import, disclose, or use information in violation of Applicable Law or the rights of another person.

Information relating to your professional connections may constitute Personal Information relating to persons other than you. Your ability to view information through a Third-Party Platform does not necessarily give you unrestricted rights to use, disclose, distribute, or commercialize that information. You agree to use imported professional network information only through functionality made available by Coferral and for lawful professional networking, Recommendation, Referral, recruiting, or employment-related purposes consistent with these Terms.

5.4.5 Data Practices

Company’s collection, processing, transmission, retention, and deletion of information through the Browser Extension are governed by Company’s Privacy Policy and applicable disclosures presented through the Browser Extension or browser-extension marketplace. Company will handle Extension Data in accordance with those disclosures, Applicable Law, and applicable browser-extension marketplace requirements. Where the Extension is distributed through the Chrome Web Store, Company’s handling of Extension Data will be subject to applicable Chrome Web Store user-data requirements, including applicable Limited Use requirements.

5.4.6 Relationship to Account Administration

Notwithstanding Section 4, human access by Company personnel to Extension Data will be limited as described in the Privacy Policy and applicable browser-extension platform requirements. Company personnel will not access or read Extension Data merely because Company possesses technical administrative access to a User’s Account. Where applicable platform requirements restrict human access to Extension Data, Company personnel may access such data only where permitted under those requirements, including where the User has provided the required consent to access specific data, where access is reasonably necessary for security or abuse-prevention purposes, where the data has been appropriately aggregated and anonymized for permitted internal operations, or where access is required by Applicable Law.

5.4.7 No Password Collection

Company does not require you to provide your password for a Third-Party Platform to Company through the Browser Extension. The Browser Extension may use browser-managed authentication or session information as described in the Privacy Policy in order to provide its disclosed functionality. You must not provide your password for a Third-Party Platform to Company unless Company expressly provides a secure feature requesting that information.

5.4.8 Availability and Changes

Company does not guarantee that the Browser Extension or any feature dependent upon a Third-Party Platform will remain available, compatible, uninterrupted, or unchanged. Third-party browsers and Third-Party Platforms may modify their software, websites, technical interfaces, permissions, security systems, or policies without notice to Company, which may cause some or all Browser Extension functionality to cease operating.

5.4.9 Extension License

Subject to your compliance with these Terms, Company grants you a limited, personal, revocable, non-exclusive, non-transferable, and non-sublicensable license to install and use the Browser Extension solely in connection with your authorized use of the Services. Except as expressly permitted by Applicable Law, you may not reverse engineer, decompile, modify, circumvent security controls of, redistribute, sublicense, sell, rent, or commercially exploit the Browser Extension.

Company may offer some services as automatically renewing subscriptions, e.g., a one-month subscription or an annual subscription. IF YOU PURCHASE AN AUTOMATICALLY RENEWING SUBSCRIPTION, YOUR SUBSCRIPTION WILL RENEW FOR THE SAME TIME PERIOD AT COMPANY’S THEN-CURRENT RATES FOR SUCH SUBSCRIPTION, UNLESS YOU ACTIVELY CANCEL THE SUBSCRIPTION. To avoid charges for a new subscription period, you must cancel the subscription before the end of the then-current subscription period using the cancellation method made available through the Services or by contacting Company at support@coferral.com. If you cancel your subscription, you may use your subscription until the end of the period you last paid for, but you will not be eligible for a prorated refund unless required by Applicable Law, and your subscription will not be renewed when that period expires. You will be given notice of changes in the pricing of your subscription to the extent required by Applicable Law and an opportunity to cancel. If Company changes these prices and you do not cancel your subscription, you agree that you will be charged at Company’s then-current pricing for the subscription.

6. Limited License and Site Access; All Rights Reserved

Use of the Services is limited to persons sixteen (16) years of age or older and, if under the age of eighteen (18) or the age of majority as defined in your jurisdiction, use of the Services must be under the supervision of a parent or legal guardian. Subject to a User’s compliance with these Terms, Company hereby grants Users a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to access and use the Services solely for the purposes authorized by these Terms and the functionality made available to that User.

Except for downloading or installing the Browser Extension, mobile or desktop applications, PDF forms, or other materials expressly made available by Company for download, the foregoing license does not include a right to download, modify, reproduce, or create derivative works of the Services or any portion thereof without Company’s express written consent. The license does not include any resale or unauthorized commercial use of the Services or Content; any unauthorized derivative use of the Services or Content; or any use of data mining, robots, or similar data-gathering and extraction tools against the Services.

The Services or any portion thereof may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for an unauthorized commercial purpose without the express written consent of Company. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information of Company without Company’s express written consent. You may not use any meta-tags or other hidden text utilizing Company’s names or service marks without Company’s express written consent. We, or the respective third-party owners of Content, retain all right, title, and interest in the Services and Content offered through the Services, including all intellectual property rights. Any software applications or Browser Extensions available on or through the Services are licensed, not sold, to you. Company may assign these Terms or any part of them without restriction, subject to Applicable Law. You may not assign these Terms or any part of them, or transfer or sublicense your rights under this license, without Company’s prior written consent. We reserve all rights not expressly granted. Any unauthorized use terminates the permission or license granted by Company.

7. Ownership of the Content and Services

7.1. Copyright

Except as otherwise expressly stated, all Content appearing on the Services is the copyrighted work of Company or its third-party content suppliers and is protected by U.S. and international copyright laws. The compilation (meaning the collection, arrangement, and assembly) of all Content is also the exclusive property of Company or its licensors and is protected by applicable intellectual property laws.

7.2. Downloading Data

You may download information from the Services and print a hard copy for your personal or authorized business use where the Services expressly permit such use, provided that you keep intact and do not remove or alter any copyright, trademark, patent, or other proprietary notice contained in the information. Except as otherwise expressly stated herein, you may not alter, modify, copy, distribute, transmit, display, perform, reproduce, reuse, post, publish, license, frame, download, store for subsequent unauthorized use, create derivative works from, transfer, or sell any Content obtained from the Services, in whole or in part, without the prior written authorization of Company or the applicable third-party owner. Nothing in this Section limits rights expressly granted with respect to your own Submissions or the Browser Extension elsewhere in these Terms.

7.3 Data Use

Company compiles data regarding Recommendations and Non-Recommendations made by Individual Users and the skills associated with Recommendations (collectively, “Review Data”). Company may use Review Data and make Review Data available to Recruiters and Hiring Companies in aggregated or summarized form associated with an Individual Profile, without disclosing the identity of the Individual User who made a particular Recommendation or Non-Recommendation except as otherwise disclosed through the Services or Privacy Policy. If you deactivate your Individual User Account, Company may retain or archive Review Data as described in the Privacy Policy and may continue to use de-identified or aggregated Review Data for the operation and improvement of the Platform, subject to Applicable Law.

8. Ownership of information submitted via the Services

1. Except as set forth in our Privacy Policy, any communication or other material (including any text communication, photograph, video, or other audio or visual work) submitted or posted to or through the Services by you (each a “Submission”) will be treated in accordance with these Terms and the Privacy Policy. Unless otherwise expressly stated in writing by Company, no compensation will be paid with respect to the use of any Submission except for payments expressly provided through the Services. Company shall have no obligation to preserve, return, or otherwise make available to you or others any Submission except as required by Applicable Law or expressly stated in the Privacy Policy.

2. Except as set forth in our Privacy Policy, Company does not claim ownership of your Submission in its original form; however, by providing a Submission, you hereby grant to Company and its Affiliates, licensees, and assigns a worldwide, non-exclusive, royalty-free license to host, store, reproduce, process, modify, display, transmit, distribute, and otherwise use the Submission as reasonably necessary to provide, operate, secure, maintain, improve, and promote the Services and to exercise Company’s rights and obligations under these Terms. You represent and warrant that you own or otherwise control the rights necessary for you to provide, post, upload, input, or submit the Submission and to grant the foregoing license.

Notwithstanding the foregoing, with respect to Extension Data or other information about third parties that is imported through Company-provided functionality, Company receives only the rights reasonably necessary to provide, operate, secure, maintain, and improve the applicable Services and to use such information as otherwise described in the Privacy Policy and permitted by Applicable Law. Nothing in these Terms transfers ownership of a third party’s Personal Information, profile image, profile URL, or other information to you or Company merely because that information is imported into or displayed through the Services.

3. Subject to our Privacy Policy and limits under Applicable Law with regard to identifiable information, you understand that information you intentionally submit to Company may be processed and used as described in these Terms and the Privacy Policy. You agree that any Submission by you will be accurate to the best of your knowledge and will not be intended to mislead, harm, or cause damage to Company, any User, any third party, or any other party. You agree to indemnify, defend, and hold harmless Company against claims, liabilities, and damages caused by your unlawful Submission or your violation of another person’s rights, subject to Section 23.

4. You understand and agree that, if any other Member, third party, or User shares or provides you with access to their Submission, or if you otherwise access any Submission through the Services, you will not obtain, as a result of your use of the Services, any right, title, or interest in or to such Submission. You agree to maintain the confidentiality and integrity of such Submission and/or any shared Content and to use or disclose such Submission and/or Content only as authorized by its owner, these Terms, the functionality of the Services, and Applicable Law. You understand and agree that you shall be responsible for damages arising out of or related to your breach of these obligations, and you agree to indemnify Company for liabilities or damages arising out of or related to a breach of your duty to maintain the confidentiality and integrity of such Submission and/or shared Content, subject to Section 23.

5. If you believe that someone or some entity has copied or posted your work or proprietary information in association with Coferral and its Services in an unauthorized manner that constitutes infringement of copyright, please give our Copyright Agent the following information:

• A physical or electronic signature of the individual or entity who owns the copyright;

• A description of and URL link to the copyrighted work that you believe has been infringed upon;

• Your postal mailing address;

• Your telephone number;

• Your email address;

• A written statement by you that you believe, in good faith, that the usage of the work is not authorized or consented to by the rightful copyright owner; and

• A written statement made by you, under penalty of perjury, that the information in your copyright claim is accurate and that you are the rightful copyright owner, or that you have authority to act on the copyright owner’s behalf.

Send claims to:

Coferral, Inc.

108 Lakeland Avenue

Dover, DE 19901

support@coferral.com

9. Feedback

If you send or submit to Company creative ideas, suggestions, inventions, comments, or other materials regarding the Services (“Feedback”), you grant Company a worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free right to use, reproduce, modify, distribute, disclose, and otherwise exploit such Feedback for any lawful purpose without compensation or attribution to you. Unless Company expressly agrees otherwise in writing, Feedback will not be treated as confidential. This Section does not apply to Personal Information contained in Feedback except to the extent permitted by the Privacy Policy and Applicable Law.

10. Privacy

Your privacy is important to us. We maintain our Privacy Policy, which describes how Company collects, uses, discloses, retains, and protects Personal Information. We agree to use your information in accordance with our Privacy Policy, these Terms, Applicable Law, and any additional disclosures applicable to a particular Service.

If you use the Browser Extension, additional information may be accessed, collected, processed, transmitted, and retained as described in the Privacy Policy and disclosures presented through the Browser Extension or applicable browser-extension marketplace. Those disclosures may describe, among other things, the categories of information accessed or collected through the Browser Extension, the purposes for which the information is used, how such information is transmitted and retained, and the controls available to you.

Authorized Company personnel may access Account information through administrative tools as described in Section 4. Human access to Extension Data is additionally limited by Section 5.4.6, the Privacy Policy, Applicable Law, and applicable browser-extension marketplace requirements.

We reserve the right to modify our Privacy Policy from time to time. Changes will be effective as stated in the revised Privacy Policy and will be communicated as required by Applicable Law. If you disagree with a revised Privacy Policy and do not wish to continue using the Services, you should discontinue using the Services and, where applicable, close your Account.

11. Connection Requirements

You are responsible for providing and maintaining, at your own risk, option and expense, any hardware, software and communication lines required to access and use the Services, and Company reserves the right to change the access configuration of the Services at any time without prior notice.

12. Disclosure and Consent to Electronic Communications

12.1. Consent to Electronic Communications.

When you accept these Terms, you acknowledge that Company may provide certain information, including information regarding your use of the Services (“Communications”), to you electronically through email, the Services, your Account or links to notices posted on the Site, unless and until you withdraw your consent or “opt out” as described below. You understand that the communications referenced in this section may include, but are not limited to, email and SMS Communications, which we may send to the email address and mobile phone number that you provide to us during registration. You agree that all agreements, notices, disclosures and other Communications that we provide to you electronically satisfy any legal requirement that such Communications be in writing. You further agree that any Communications provided by us electronically are deemed to be given and received on the date we transmit any such Communication as described in these Terms. The categories of Communications that may be provided by electronic means include:

• any amendments to these Terms;

• disclosures or notices provided in connection with the Services, including any such notice required by Applicable Law;

• any statements concerning your Account;

• any customer service communications, including communications with respect to claims of error or unauthorized use of your Account or the Services; and

• any other communication related to the Services.

12.2. Written Communications.

Although Company reserves the right to provide Communications in paper format at any time, you agree that Company is under no obligation to do so unless you first notify us, in writing, of your request to receive further communications in a paper format and your decision to opt out of receiving Communications. All Communications in either electronic or paper format will be considered to be “in writing.”

You should print a paper copy of these Terms and any Communication that is important to you and retain the copy for your records.

If you do not wish to enter into these Terms electronically, you may not use the Services. If you prefer not to receive email or SMS Communications, you may opt out of receiving email or SMS Communications by following the “unsubscribe” or “opt-out” instructions we provide to you.

12.3. Timing of Communications.

Any electronic Communications will be deemed to have been received by you no later than five (5) business days after Company sends them to you by email or posts such Communication on the Site or otherwise through the Services, whether or not you have received the email or retrieved the Communication from the Site or otherwise through the Services. An electronic Communication by email is considered to be sent at the time that it is directed by Company's email server to your email address. You agree that these are reasonable procedures for sending and receiving electronic Communications.

12.4. Updated User Information.

You agree to promptly update your User Information if such information changes so that Company may contact you electronically. You may update your User Information, such as your email address, through your Account. You understand and agree that if Company sends you an electronic Communication, but you do not receive it because the email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive such electronic Communications, Company will be deemed to have provided the Communication to you.

12.5. System Specifications - Email Access.

In order to access, view, and retain electronic Communications that Company provides to you at the email address you provide to us or through Service’s web-based online platform, you must have access to: (i) a computer with an Internet connection; (ii) a current or previous major release version (up to the second most recent version) of either Firefox, Edge, Chrome, or Safari with cookies enabled and Adobe Acrobat Reader to open documents in “.pdf” format; (iii) sufficient electronic storage capacity on your computer's hard drive or other data storage unit to save past Communications and/or an installed printer to print them; and (iv) an email account with an Internet service provider and email software. Your access to this page through your device verifies that your device meets these requirements.

12.6. Reservation of Rights.

Company reserves the right, in its sole discretion, to discontinue the provision of electronic Communications to you, or to terminate or change the terms and conditions under which Company provides electronic Communications. Company will provide you with notice of any such termination or change as may be required by Applicable Law.

13. Paid Features Available Through the Services

Certain features of the Services may be made available on a paid basis. If you elect to use paid features of the Services (as your “Purchase”), you agree to the terms of sale, pricing, payment and billing policies applicable to such fees and charges, posted on or provided through the Services. Company may add new services for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion.

There are no refunds for any prepaid fees. In the event you cancel your Purchase, you shall receive no pro rata refund or exchange for any unused Purchase or for any fees paid to us prior to such cancellation. You must notify us of your intent to cancel at support@coferral.com for any such cancellation to become effective.

By using any paid feature, you (i) authorize Company to charge you a fee at the then current rate, and any other charges you may incur in connection with your use of the Services and (ii) represent and warrant to Company that you have the right and authority to use the payment method provided to the Company.

All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Services must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Services at the prices in effect when such charges are incurred. You shall pay all applicable fees, including any sales, excise, service, use or other taxes now or hereafter imposed upon or required to be collected by Company by any authority in connection with or arising from the use of the Services, excluding taxes based upon Company’s net income.

Company may, in Company's sole discretion, create promotional codes that may be redeemed for features or benefits related to the Services, subject to any additional terms that Company establishes on a per promotional code basis (“Promo Codes”). You agree that Promo Codes: (a) must be used for the intended audience and purpose, and in a lawful manner; (b) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by Company; (c) may be disabled by Company at any time for any reason without liability to Company; (iv) may only be used pursuant to the specific terms that Company establishes for such Promo Code; (d) are not valid for cash; and (e) may expire prior to your use. Company reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that Company determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.

14. User Acknowledgements and Responsibilities

14.1 Responsibility for Accounts

You hereby acknowledge and agree that Company is a third-party technology service provider, that Company’s relationship with you is that of an independent contractor, and that no agency, partnership, employment, fiduciary, or joint venture relationship is created between you and Company under these Terms, except as expressly stated in a separate written agreement. Company does not prescreen Individual Users, Recruiters, or Hiring Companies or submit any such Users to any screening process. You further acknowledge and agree that Company does not make employment decisions on behalf of Hiring Companies and is not responsible for a Hiring Company’s interview, selection, screening, or hiring process, notwithstanding a Hiring Company’s use of the Services as part of such activities.

Accordingly, it is the responsibility of each Hiring Company and Recruiter to comply with Applicable Law and these Terms regarding their use of the Services, Content, Profile Content, candidate information, and employment-related activities. Such compliance includes, without limitation, applicable employment and hiring laws, equal employment opportunity requirements, recordkeeping obligations, and data protection requirements in connection with the collection, processing, disclosure, retention, and transfer of Personal Information. Company shall have no liability for a User’s Profile Content, hiring decisions, or independent legal obligations except to the extent expressly assumed by Company pursuant to these Terms or required by Applicable Law.

14.2 No Circumvention of Platform

Hiring Company Users shall not attempt to contact, hire, or otherwise employ any Individual User whose identity was disclosed to the Hiring Company through the Platform with the intent or effect of circumventing a required Referral Payment or Service Fee. Hiring Company acknowledges and agrees that its agreement to pay applicable Referral Payments and Service Fees for eligible Individual Users hired through the Platform is a material condition to Coferral allowing Hiring Company to gain access to Individual Users’ information. Any such circumvention shall entitle Coferral to receive amounts properly owed under the applicable transaction terms and to seek available legal and equitable remedies.

14.3 No Solicitation of Sensitive Information

Recruiters and Hiring Companies hereby agree not to solicit PHI or SPI from Individual Users through Submissions exchanged when using the Services and shall not instruct Individual Users to provide PHI or SPI through the Services. As used herein, “SPI” means Sensitive Personal Information and refers, for purposes of this Section, to non-public personal information such as social security numbers, driver’s license or state identification numbers, financial account credentials, and tax identification numbers. As used herein, “PHI” means Protected Health Information as that term is defined in the Health Insurance Portability and Accountability Act of 1996 (HIPAA), to the extent applicable.

14.4 Scope of Relationship

You hereby acknowledge and agree that Coferral’s facilitation of (1) Referral Payments from Hiring Company to Recruiters or Individual Users, (2) Unlock Fee Payments from Recruiter to Individual User, or (3) Recommendation Payments from Hiring Company to Individual User as part of Service Fees shall not constitute an employer/employee, partnership, joint venture, agency, fiduciary, or other similar relationship between Coferral and User. You further acknowledge and agree that, unless otherwise required by Applicable Law, Coferral does not deduct taxes, unemployment, Social Security, or other payroll deductions from Referral Payments, Unlock Fee Payments, or Recommendation Payments and that it is the User’s responsibility to make appropriate tax returns, filings, and payments in accordance with Applicable Law.

14.5 Third-Party Service Providers

You acknowledge and agree that Company engages third-party service providers to support certain functionalities and features of the Services, including payment processing, hosting, communications, security, analytics, and other operational services. Company’s sharing of Personal Information with service providers is governed by the Privacy Policy and Applicable Law.

14.6 Third-Party Platforms and Extension Data

Company does not control Third-Party Platforms accessed or used in connection with the Services. You acknowledge that your use of a Third-Party Platform is governed by the agreement between you and the operator of that Third-Party Platform and that Company is not responsible for actions taken by a Third-Party Platform with respect to your account, including suspension, restriction, modification, or termination of access.

Nothing in these Terms grants you rights in information, content, trademarks, software, or other property belonging to a Third-Party Platform or another person, and Company’s technical ability to facilitate the import of information does not constitute a representation that any Third-Party Platform has authorized such functionality. You remain responsible for your use of imported professional network information and for ensuring that your use complies with Applicable Law and does not violate the rights of another person.

15. Responsibility for Equipment

Use of the Services may require a computer, smartphone, or tablet. Unless otherwise agreed in writing between the parties, all equipment is provided solely by the Users of the Services. Company has no responsibility for the operation or support, maintenance or repair of any equipment, software or services that you elect to use in connection with the Services.

16. Third Party Carriers

The Services communicate via internet and/or cellular data service provided by independent carriers. The internet or cellular data service provided by the independent carriers may fail or go off-line from time to time, and during any such outage our Services will be unable to transmit and receive information. We may not receive timely notice of the communications outage from the independent carriers. We are not obligated to provide the Services during any such outages. Cellular networks and internet providers may be regulated by federal and state agencies and changes in rules and regulations may require us to modify or terminate our Services.

17. Prohibited Use

1. Any use or attempted use of the Services (a) for any unlawful, unauthorized, fraudulent, or malicious purpose, (b) that could damage, disable, overburden, or impair any server or network connected to any server, (c) that could interfere with any other party’s use and enjoyment of the Services, (d) to gain unauthorized access to any other accounts, computer systems, or networks connected to any server or systems through hacking, password mining, session theft, or any other means, (e) to access systems, data, or information not intended by Company to be made accessible to a User, (f) to attempt to obtain any materials or information through means not intentionally made available by Company, or (g) for any use other than the lawful purpose for which the Services were intended, is prohibited.

2. In addition, in connection with your use of the Services, you agree you will not:

1. Use any Content, Profile, Profile Content, Extension Data, or other information obtained through the Services to determine a consumer’s eligibility for (i) credit or insurance for personal, family, or household purposes; or (ii) a government license or benefit, except to the extent expressly permitted by Applicable Law and Company in writing;

2. Upload or transmit any message, information, data, text, software, images, or other content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that may unlawfully invade another’s right of privacy or publicity;

3. Use your Account to create a false identity, mislead others, impersonate any person or entity, including any Company representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;

4. Upload or transmit any material that you do not have a right to reproduce, display, transmit, or otherwise use under law or under contractual or fiduciary relationships;

5. Upload files that contain viruses, trojan horses, worms, time bombs, cancel-bots, corrupted files, malicious code, or other software or programs that may damage the operation of another computer or property;

6. Delete any author attributions, legal notices, or proprietary designations or labels that you upload to any communication feature;

7. Use the Services’ communication features in a manner that adversely affects the availability of resources to other Users, including flooding, repetitive posting, or denial-of-service activity;

8. Upload or transmit unsolicited advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or other unauthorized solicitation;

9. Violate Applicable Law;

10. Upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright, privacy right, publicity right, or other proprietary right of any party;

11. Delete or revise material posted by another person or entity except through functionality that expressly permits you to manage such material;

12. Manipulate or otherwise display the Services by using unauthorized framing, mirroring, or similar navigational technology;

13. Probe, scan, test the vulnerability of, or breach the authentication or security measures of, the Services or related networks or systems;

14. Register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe any party for any Services if you are not expressly authorized by such party to do so;

15. Harvest or otherwise collect information about others through the Services except through functionality expressly provided by Company and used in accordance with these Terms;

16. Use any robot, spider, scraper, or other automated or manual means to access the Coferral Services or copy Content from the Coferral Services except through functionality expressly made available or authorized by Company;

17. Promote any opportunity in a manner that does not comply with Applicable Law, including laws relating to labor and employment, equal employment opportunity and employment eligibility requirements, data privacy, data access and use, and intellectual property;

18. Promote any opportunity that requires citizenship of a particular country or lawful permanent residence in a country as a condition of employment unless legally required for the applicable role;

19. Promote any opportunity that includes any screening requirement or criterion in connection with a job opportunity where such requirement or criterion is not an actual and lawful requirement of the job;

20. Promote any business opportunity that requires an up-front or periodic payment or requires recruitment of other members, sub-distributors, or sub-agents, unless Company expressly permits such category of opportunity;

21. Promote any business opportunity that pays commission only, unless Company expressly permits such opportunities and the opportunity is lawful and clearly disclosed;

22. Promote any opportunity that does not represent bona fide lawful employment or independent-contractor work;

23. Use the Services to request or require information relating to an applicant’s protected characteristics or sensitive information except where collection is lawful, job-related, and expressly permitted through the Services;

24. Sell, license, broker, or use Content, Extension Data, or information from the Services for an unauthorized commercial purpose or personal pecuniary gain;

25. Use the Browser Extension in connection with an account on a Third-Party Platform that you do not own or are not authorized to access;

26. Use the Browser Extension to obtain information that is not presented to you through the functionality the Extension is designed to support, or to circumvent access controls, authentication controls, rate limits, security measures, or technical restrictions;

27. Modify, repurpose, or use the Browser Extension to collect information beyond the categories and functionality disclosed by Company;

28. Use imported professional network information for data brokerage, advertising targeting, credit assessment, lending, identity theft, harassment, spam, or other purposes unrelated to the disclosed functionality of the Services; or

29. Attempt to use the Browser Extension after Company has disabled, suspended, or discontinued it, or in a manner that materially interferes with a Third-Party Platform, another User, or Company’s systems.

Company reserves the right to take lawful actions it deems appropriate in response to actual or suspected violations of the foregoing, including suspension or termination of the User’s access and/or Account. Company may cooperate with legal authorities and/or third parties in the investigation of suspected or alleged crime, fraud, security incidents, or civil wrongdoing. Except as limited by the Privacy Policy, Applicable Law, and Section 5.4.6 with respect to Extension Data, Company may disclose information as reasonably necessary to comply with law, regulation, legal process, or governmental request, or may edit, refuse to post, restrict, or remove information or materials where permitted by Applicable Law and these Terms.

18. Updates

Company may from time to time develop and provide application, Site, or Browser Extension updates, which may include upgrades, bug fixes, patches, security updates, compatibility changes, and/or new features (collectively, including related documentation, “Updates”). Updates may modify, replace, or discontinue certain features and functionality. Some Updates may be delivered automatically through a browser, browser-extension marketplace, application store, or other distribution mechanism. You acknowledge that the Services or portions thereof may not properly operate if required Updates are not installed or supported by your device or browser. All Updates will be deemed part of the Services and subject to these Terms unless Company expressly provides separate terms for an Update.

19. Right to Monitor

Company does not actively monitor all general use of the Services under normal circumstances and does not exercise editorial control over content on third-party websites or services. However, Company reserves the right to monitor use of the Coferral Services where reasonably appropriate to operate, secure, maintain, enforce, or improve the Services; investigate suspected violations of these Terms; respond to support requests; or comply with Applicable Law.

Company may take lawful action it deems appropriate, including removal or restriction of materials that may be illegal, may subject Company or others to liability, may violate these Terms, or may be inconsistent with the intended purpose of the Services, and may suspend or terminate the Account associated with such materials. Company’s rights under this Section are subject to the Privacy Policy and Applicable Law. With respect to Extension Data, Company’s monitoring and human access are additionally subject to Section 5.4.6 and applicable browser-extension marketplace requirements; this Section does not grant Company personnel unrestricted authority to read Extension Data.

20. Your Interaction with Other Users

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND THAT THE COMPANY CURRENTLY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON ITS USERS. THE COMPANY ALSO DOES NOT INQUIRE INTO THE BACKGROUNDS OF ALL OF ITS USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS USERS. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OR THEIR EMPLOYMENT COMPATIBILITY OR OTHER COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS. THE COMPANY RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS. The Company is not responsible for the conduct of any User. Without limiting Sections 21 and 22 below, in no event shall the Company, its Affiliates or its partners be liable (directly or indirectly) for any losses or damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the Services including, without limitation, death, bodily injury, emotional distress, discrimination, harassment and/or any other damages resulting from communications or meetings with other users or persons you meet through the Services.

You agree to take all necessary precautions in all interactions with other Users, particularly if you decide to communicate off the Services or meet in person.

Company is not to be considered to be a Hiring Company or recruiter with respect to your use of the Services and shall not be responsible for any employment decisions, for whatever reason, made by any entity. You understand that the Company makes no guarantees, either express or implied, regarding your ultimate ability to obtain employment or hire an employee.

You should not provide your financial information (for example, your credit card or bank account information), or wire or otherwise send money, to other users. You should not use the Services to provide other Users with any personal information including, without limitation, your date of birth, social security number, or personal health information.

21. Disclaimer

Content and other information contained in the Services has been prepared or made available as a convenience to Users and is not intended to constitute legal, employment, tax, financial, or other professional advice or recommendations upon which a User may rely. Company has used reasonable efforts in collecting, preparing, and providing information and material, but makes no warranty or guarantee about the accuracy, completeness, or adequacy of Content or other information contained in or linked to the Services or any website maintained by Company. Users relying on Content or other information from the Services do so at their own risk.

YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. ALL CONTENT AND THE SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, AND COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY, TIMELINESS, ACCURACY, ERROR-FREE OPERATION, OR FREEDOM FROM COMPUTER VIRUS OR MALICIOUS CODE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. COMPANY MAKES NO WARRANTY THAT THE CONTENT OR SERVICES WILL BE ACCURATE, TIMELY, UNINTERRUPTED, VIRUS-FREE, SECURE, OR ERROR-FREE, OR THAT ANY PROBLEMS WILL BE CORRECTED.

WITHOUT LIMITING THE FOREGOING, COMPANY MAKES NO REPRESENTATION OR WARRANTY THAT THE BROWSER EXTENSION OR ANY FEATURE THAT INTERACTS WITH A THIRD-PARTY PLATFORM WILL REMAIN COMPATIBLE WITH OR PERMITTED BY SUCH THIRD-PARTY PLATFORM. COMPANY IS NOT RESPONSIBLE FOR CHANGES MADE BY A THIRD-PARTY PLATFORM OR BROWSER PROVIDER, OR FOR ANY RESTRICTION, SUSPENSION, OR OTHER ACTION TAKEN BY A THIRD-PARTY PLATFORM WITH RESPECT TO A USER’S THIRD-PARTY ACCOUNT, EXCEPT TO THE EXTENT LIABILITY CANNOT BE DISCLAIMED UNDER APPLICABLE LAW.

22. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SERVICES; (B) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE SERVICES; (C) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (D) ANY ERRORS, OMISSIONS, INTERRUPTIONS, OR SECURITY EVENTS IN THE SERVICES’ OPERATION; (E) ANY DAMAGE TO ANY USER’S COMPUTER, MOBILE DEVICE, BROWSER, OR OTHER EQUIPMENT OR TECHNOLOGY; (F) LOSS OF DATA, USE, PROFITS, OPPORTUNITIES, GOODWILL, OR OTHER INTANGIBLE LOSSES; OR (G) THE AVAILABILITY, OPERATION, POLICIES, OR ENFORCEMENT ACTIONS OF A THIRD-PARTY PLATFORM, INCLUDING ANY RESTRICTION OR SUSPENSION OF A USER’S ACCOUNT ON A THIRD-PARTY PLATFORM, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT COMPANY WILL HAVE NO LIABILITY TO YOU OR TO A THIRD PARTY FOR ANY CAUSE OF ACTION RELATED TO THE SERVICES OR TO THESE TERMS UNDER ANY THEORY EXCEPT AS EXPRESSLY PROVIDED HEREIN OR REQUIRED BY LAW. IF A COURT OR JUDICIAL OR ADMINISTRATIVE AUTHORITY OF APPROPRIATE JURISDICTION, IN A FINAL RULING, DETERMINES THAT A COMPLETE EXCLUSION OF LIABILITY IS UNENFORCEABLE, COMPANY’S TOTAL AGGREGATE LIABILITY TO YOU FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES WILL BE LIMITED TO THE AMOUNT YOU HAVE PAID COMPANY FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR, IF YOU HAVE PAID NO AMOUNT, FIFTY DOLLARS ($50), EXCEPT TO THE EXTENT A DIFFERENT LIMIT IS REQUIRED BY APPLICABLE LAW.

YOU EXPRESSLY AGREE AND ACKNOWLEDGE THAT THE FOREGOING LIMITATIONS OF LIABILITY FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES AND SHALL APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

23. Indemnification and Release

You agree to defend, indemnify, and hold harmless Company, its Affiliates, its contractors, and all of their respective directors, officers, employees, representatives, proprietors, partners, shareholders, servants, principals, agents, predecessors, successors, assigns, accountants, and attorneys from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, attorneys’ fees and litigation expenses) relating to or arising from your use of the Services, your fraud, violation of law, or willful misconduct, or any breach by you of these Terms.

You hereby release Coferral and all officers, founders, executive management, subsidiaries, licensors, advertisers, merchants, licensees, directors, owners, partners, agents, affiliates, advisors and employees from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the website and/or the Services, including but not limited to, any interactions with or conduct of other users of any kind arising in connection with or as a result of these Terms of Service or from your use of the website and/or the Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

24. Term and Termination

24.1 Term

These Terms become effective on the date that you first use and/or access the Services and govern your use of the Services until terminated as provided herein.

24.2 Termination

You may terminate these Terms at any time by closing your Account and ceasing your use and access of the Services. You may separately uninstall the Browser Extension at any time. Uninstalling the Browser Extension does not, by itself, close your Coferral Account or necessarily delete information previously imported to Coferral; retention and deletion of such information are governed by the Privacy Policy and the controls made available through the Services.

Company reserves the right to suspend or terminate your Account, Browser Extension access, or your right and license to access and make use of the Services at any time in accordance with these Terms and Applicable Law. Provisions that by their nature should survive termination, including provisions relating to ownership, payments accrued before termination, disclaimers, limitations of liability, indemnification, dispute provisions, and restrictions on use of information, will survive termination.

25. User Disputes

The Company is not responsible for any disputes or disagreements between you and any other third party you interact with using the Services. You assume all risk associated with dealing with third parties. You agree to resolve disputes directly with the other party. You release the Company of all claims, demands, and damages in disputes among you, other Members, Users and/or any other party. You also agree not to involve the Company in such disputes.

26. Notices

Any notices to you from Company regarding the Services or these Terms will be posted on the Services or made by e-mail or regular mail.

27. General Provisions

27.1 Entire Agreement

These Terms, the Privacy Policy, applicable browser-extension disclosures, and any other supplemental terms or policies Company expressly incorporates into these Terms constitute the entire agreement between Company and you in connection with your use of the Services and Content and supersede prior agreements between Company and you regarding such use, including prior versions of these Terms, except for a separate written agreement that expressly states it controls over these Terms.

27.2 Governing Law; Jurisdiction; Venue; Severability of Provisions

The Terms are governed by the laws of the State of Delaware, USA and controlling United States Federal Law without regard to conflicts-of-law provisions. Any legal proceedings arising from or relating to these Terms shall be brought exclusively in the federal or state courts located in Illinois, and the parties hereby consent to the personal jurisdiction and venue of such courts. All parts of these Terms apply to the maximum extent permitted by law. If any provision of these Terms is found by a court of competent jurisdiction to be unenforceable as written, that provision will be enforced to the maximum extent permitted by law or replaced with terms that most closely match the intent of the unenforceable provision. The invalidity of part of these Terms will not affect the validity and enforceability of the remaining provisions. Section headings are for convenience and do not have independent legal effect.

27.3 No Agency Relationship

Neither these Terms, nor any Content, materials, or features of the Services create any partnership, joint venture, employment, fiduciary, or other agency relationship between us except as expressly stated in a separate written agreement. You may not enter into any contract on our behalf or bind us in any way.

27.4 Time Limitation on Claims

To the maximum extent permitted by Applicable Law, you agree that any claim you may have arising out of or related to your use of the Services or your relationship with Company must be filed within one year after such claim arose; otherwise, the claim is permanently barred.

27.5 Remedies

You agree that a violation or threatened violation by you of provisions of these Terms protecting Company’s intellectual property, confidential information, system security, or restrictions against misuse may cause irreparable harm for which monetary damages may be inadequate. Company may seek injunctive or equitable relief where legally available. These remedies are in addition to any other remedies available at law or in equity.

28. Contacting Us

If you have any questions or concerns about these Terms, please contact us at support@coferral.com or at the mailing address below. We will attempt to respond to your questions or concerns promptly after we receive them.

Contact Address:

Coferral, Inc.

108 Lakeland Avenue

Dover, DE 19901