User Terms

Terms of Service for Businesses

Bravado Network Terms of Service for Businesses 

Last Updated: December 5, 2024

PLEASE READ THESE BRAVADO NETWORK TERMS OF SERVICE FOR BUSINESSES AND OUR PRIVACY POLICY CAREFULLY. BY USING OUR SERVICES, YOU AGREE TO THESE TERMS OF SERVICE.

Welcome to the Bravado Network, Inc. (“Bravado”, “we”, “us”, or “our”)’s website located at https://bravado.co (the “Site”). On our Site and through our mobile application (the “App”) we offer certain platforms that provide, among other things, information, forums, and networking opportunities to sales professionals.  

These Bravado Network Terms of Service for Businesses apply to businesses or companies (a “Business”, “you” or “your”) engage a Member as an employee.   

To make these Terms (as defined below) easier to read, our Site, services of connecting Businesses with Members offered via the Site (including AI Services), and App are collectively called the “Services.”  

  • Also, if you are (1) a sales professional seeking opportunities as a contractor or employee with Businesses (“Members”) or (2) an individual person (e.g. managers, business counterparts, clients, decision-makers, etc.) that has been contacted by a Member to provide his/her/their review, testimonial or recommendation or share his/her/their professional experience working with the requesting Member (each such reviewing person, a “Reviewer” and each such review, testimonial or recommendation, a “Testimonial”), then the Bravado Network Terms of Service for Users (https://info.bravado.co/bravado-network-terms-of-service-for-users) apply to you. The term “Users” means any Member and/or Reviewer. 

Agreement to Terms

The Services are provided by Bravado, and these Bravado Network Terms of Service for Businesses are entered into by and between Bravado and Business (in your capacity as a Business), and together with our Privacy Policy and any documents incorporated by reference (collectively, these “Terms”) govern your access to and use of the Services. By using our Services, you represent and warrant that you are at least 18 years of age, and you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. If you are accessing and using the Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. In that case, “you” and “your” will refer to that company or other legal entity. Employees of Businesses may accept these Terms of Service at different times, however, the most recently accepted version will apply to the Business and all employees, superseding any prior acceptances.  

Changes to Terms or Services; Order of Precedence

We may modify the Terms at any time, in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the Site, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you must not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.  

These Terms will govern and control your use of the Services and interactions with the Site from the date these Terms were last updated (“Update Date”) and afterward.

ARBITRATION NOTICE: UNLESS YOU OPT OUT OF ARBITRATION WITHIN 30 DAYS OF THE DATE YOU FIRST AGREE TO THESE TERMS BY FOLLOWING THE OPT-OUT PROCEDURE SPECIFIED IN THE “ARBITRATION” SECTION BELOW, AND EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “ARBITRATION” SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND BRAVADO WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.

Description of Services

Our Site provides a platform that allows Businesses to efficiently discover, engage and hire Bravado Members.

Based on a Business’ search criteria, parameters, and objectives, Bravado will present certain Member profiles to such Business based on a Member’s experience, skill sets and past sales performance. Businesses may hire Members as sales employees (each such Member, an “Employee” and each such opportunity, an “Employment Opportunity”). Businesses acknowledge and agree that a Member may, at his/her/their discretion, agree to accept an Employment Opportunity from a Business. 

With respect to any Employment Opportunity accepted by a Member, you will promptly provide to the Member the agreement and documentation that will govern the employment arrangement with such Member. 

Who May Use the Services

Eligibility. You may use the Services only if you are 18 years or older and capable of forming a binding contract with Bravado and are not barred from using the Services under applicable law.  

Registration and Your Information. In order to access and use certain features of our Services, you’ll have to register as a business member (“Business Member”). You can register via the Site or through your account with certain third-party social networking services such as Facebook or LinkedIn (each, an “SNS Account”). If you choose the SNS Account option, we’ll create your Business Member account (“Business Member Account”) by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access.

It’s important that you provide us with accurate, complete and up-to-date information for your Business Member Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Business Member Account. You agree that you won’t disclose your Business Member Account password to anyone and you’ll notify us immediately of any unauthorized use of your Business Member Account. You’re responsible for all activities that occur under or through your Business Member Account, whether or not you know about them.

By uploading or submitting any materials, including without limitation, your profile picture, staffing needs and any other Business Content (as defined below) into the Services, you acknowledge that none of the Business Content is confidential, and hereby consent to us publishing your Business Content on our Services, unless you change your profile settings within your account page, to be “private.”

Relationships Among Member, Bravado and Businesses

In connection with an Employment Opportunity, no agency, partnership, joint venture, or franchiser-franchisee relationship is intended or created by these Terms, as between either Bravado and you, Bravado or the Employee, or the Employee and you. Also, no employer-employee is intended or created by these Terms, as between Bravado and you. You are solely responsible for your interactions with each applicable Employee in connection with an Employment Opportunity, and will exercise caution, discretion, common sense and judgment in connection therewith. You understand that Bravado does not screen or vet Members, including, but not limited to, criminal or other background or credit checks.

Feedback

We welcome feedback, comments, and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at hello@bravado.co. Feedback is provided on a NON-CONFIDENTIAL BASIS, and we will have no obligation to keep such Feedback secret, to refrain from using such Feedback, or to compensate you for the receipt or use of such Feedback. Bravado is free to use, for any purpose whatsoever, any Feedback, including, but not limited to publishing, developing, and marketing our Services using such Feedback. By submitting Feedback to us, you hereby release Bravado from any liability under any legal theory in connection with the use, modification, sale or disclosure of such Feedback. By providing any Feedback to Bravado, you hereby grant us, to the extent you retain any rights, the unlimited, perpetual right to reuse, redistribute, publish, perform, create derivative works from, modify and otherwise exploit such Feedback without any compensation to you.

Content on the Services

“Content” means the text, graphics, images, software, designs, audio, video, Output works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services. Content includes without limitation, Business Content.

“Business Content” means any Content that you provide to be made available through the Services, including Input. 

Content Ownership, Responsibility and Removal

By agreeing to these Terms, you also agree to the transfer of your Business Content, including any personal data about you, to the United States.

Bravado does not claim any ownership rights in any Business Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your Business Content. Subject to the foregoing, Bravado and its licensors exclusively own all right, title, and interest in and to the Services and the Content provided by Bravado on the Services, and all associated intellectual property rights. You acknowledge that the Services and Content provided by Bravado are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or the Content provided by Bravado. In addition, Bravado owns all right, title, and interest in any de-identified and/or aggregate data created from the Business Content such as, analytics data about the industry, location, skills, etc. across different Users (“Aggregate Data”); provided that none of the Aggregate Data will contain any personally identifiable information relating to any User. To review our cookie policy, please see our separate Cookie Notice.

Rights in Business Content Granted by You

By making any Business Content available through the Services you hereby grant to Bravado a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license, with a right to grant sublicenses, to use, copy, modify (only for formatting purposes), publicly display, publicly perform, and distribute your Business Content in connection with operating, providing and improving the Services and Content to you and to Users. This license includes the right to use Business Content with training and tuning the AI Services. 

You are solely responsible for all your Business Content. You represent and warrant that: (i) you own all your Business Content or you have all rights that are necessary to grant us the license rights in your Business Content under these Terms; (ii) the Business Content that you submit through the Services will be true and accurate; and (iii) neither your Business Content, nor your use and provision of your Business Content to be made available through the Services, nor any use of your Business Content by Bravado on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You can remove your Business Content by specifically deleting it. However, in certain instances, some of your Business Content may not be completely removed and copies of your Business Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your Business Content.

Rights in Content Granted by Bravado

Subject to your compliance with these Terms, Bravado grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access, view and print the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.

Confidentiality

You understand that information of a confidential or secret nature about a Member may be disclosed to you in connection with the Services, including, but not limited to, use cases, business strategies and financial information, including, but not limited to, candidate names, contact information, resumes and employment histories (collectively, “Member Confidential Information”) and you agree both during and after your use of the Services to keep and hold all such Member Confidential Information in strict confidence and trust. You agree not to disclose any Member Confidential Information without the prior written consent of the applicable Member. Member Confidential Information will not include information which: (i) is now, or hereafter becomes, through no act or failure to act on your part, generally known or available to the public; (ii) was acquired by you before receiving such information from the applicable Member and without restriction as to use or disclosure; (iii) is rightfully furnished to you by a third party without restriction as to use or disclosure; or (iv) is independently developed by you without use or access to the Member Confidential Information. 

AI Services 

We may offer AI or machine learning-based services (collectively, “AI Services”) as part of our Services. The AI Services may generate output for you (each, “Output”) in response to: (i) your interaction, request or input; or (ii) Business Content uploaded or submitted to influence the Output or AI Services (collectively, “Input”). These AI Services may be in beta mode, and if so, they are under development and may not be fully functional or may have bugs, and we are not responsible for any damages or losses resulting from any errors or results thereof. We encourage you to use caution when using AI Services, and to report any bugs or issues you encounter to us. Additionally, it is important to note that, similar to any new technology that leverages large language models, the AI Services have limitations that we want to be upfront about. In addition to, and without limiting the warranty disclaimers below (which also apply to the AI Services), by using our AI Services, you acknowledge and accept that:

  • Due to the nature of machine learning, Output may not be unique and the AI Services may generate the same or similar output for you or a third party.

  • GIVEN THE PROBABILISTIC NATURE OF MACHINE LEARNING, THE AI SERVICES MAY IN SOME SITUATIONS PRODUCE OUTPUT THAT IS INACCURATE, INCORRECT, OFFENSIVE OR OTHERWISE UNDESIRABLE. THE ACCURACY, QUALITY AND COMPLIANCE WITH APPLICABLE LAW OF THE OUTPUT IS DEPENDENT UPON AND COMMENSURATE WITH THAT OF THE INPUT PROVIDED AND YOUR COMPLIANCE WITH THESE TERMS, AND NOTWITHSTANDING ANYTHING ELSE SET OUT HEREIN, BRAVADO WILL NOT HAVE ANY LIABILITY OR RESPONSIBILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY LOSS OR DAMAGES RELATING TO OR ARISING FROM USER CONTENT, INPUT, OUTPUT OR THEIR USE. 

  • You will evaluate the content, nature and accuracy of any Output as appropriate for the applicable use case, including by using human review of the Output.

  • Bravado just provides a tool to facilitate your business objectives for Employment Opportunities. WE DO NOT GUARANTEE THAT THE USE OF OUR AI SERVICES WILL COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS, INCLUDING WITHOUT LIMITATION, REGULATIONS PERTAINING TO EMPLOYMENT DISCRIMINATION AND AUTOMATED DECISION TOOLS. You are solely and exclusively responsible for ensuring that your use of the AI Services and Output complies with any and all applicable laws. 

General Prohibitions and Bravado’s Enforcement Rights

You agree not to do any of the following:

  • Post, upload, publish, submit or transmit any Business Content or Output that: (i) infringes, misappropriates or violates a third-party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, forged, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; (vii) promotes illegal or harmful activities or substances; (viii) attempts to sell a product(s); (ix) is self-promoting or intends to drive traffic to a third-party site; or (x) is spam or commercial content;

  • Sell or share for commercial benefit or purposes Output to any third parties;

  • Use the AI Services or any Output in a manner that violates the OpenAI Usage Policies located at https://openai.com/policies/usage-policies, or any other such usage policies that we may make available to you from time to time, as applicable.

  • Utilize the Services (including any AI models or derivatives thereof), documentation, Input or Output to train, improve or have trained or improved an AI model (e.g., engage in “model scraping”);

  • Use, display, mirror or frame the Services or any individual element within the Services, Bravado’s name, any Bravado trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Bravado’s express written consent;

  • Access, tamper with, or use non-public areas of the Services, Bravado’s computer systems, or the technical delivery systems of Bravado’s providers;

  • Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Bravado or any of Bravado’s providers or any other third party (including another User) to protect the Services or Content;

  • Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;

  • Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive, or false source-identifying information;

  • Attempt to decipher, decompile, disassemble, reverse engineer, engage in any of the adversarial attacks set forth in the NIST AI 100-2 E2023 publication available at https://nvlpubs.nist.gov/nistpubs/ai/NIST.AI.100-2e2023.pdf, or otherwise attempt to derive or gain improper access to any of the software, components, models, algorithms or systems used to provide the Services; 

  • Impersonate or misrepresent your affiliation with any person or entity;

  • Engage in coordinated inauthentic behavior or disinformation campaigns or generate deceptive or misleading comments, reviews or Testimonials;

  • Violate any applicable law or regulation; or

  • Encourage or enable any other individual to do any of the foregoing. 

Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Business Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, temporarily or permanently suspend or ban access to the Services, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Business Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services, and consult and cooperate with law enforcement authorities to prosecute users who violate the law.

DMCA/Copyright Policy

Bravado respects copyright law and expects its users to do the same. It is Bravado’s policy to terminate in appropriate circumstances Users who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Bravado’s Copyright Policy, for further information.

Links to Third-Party Websites or Resources

The Services may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content (or the accuracy, truthfulness or reliability of such content), products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.

Fees

Bravado may offer Business the opportunity to use the Services under different fee structures and/or specialized terms, depending on your specific hiring needs. In such cases, Bravado and Business will enter into a separate written agreement (“Order Form”) outlining the applicable fees and pricing terms (“Business Specific Terms”). The Business Specific Terms will supersede these terms if there is any conflict or inconsistency.

Except as set forth in the Order Form, if any, the following terms on fees apply to you: 

Subscription Period. Bravado requires you to purchase, at the pricing and rates described in Business Specific Terms, either: 

  • the following subscription for access to the Services (your “Subscription Period”):  access and use of the Services, including access to Bravado's extensive network of hundreds of thousands of top sales professionals for full-time team staffing (the “Platform Access Subscription”); or

  • a one-time, non-refundable fee (“Commencement Fee”) to begin using the Services. This fee is due upon signing and is non-refundable under any circumstances. 

Success Fee. Bravado requires you to make a one-time payment to Bravado (1) in connection with a successful placement for a full-time Employment Opportunity and (2) if the Business (or any related entity) hires any candidate that Bravado introduced to it during the course of Bravado’s provision of the Services or within six (6) months following the completion or termination of the Services (“Success Fee”). The Success Fee is calculated based on a percentage of the candidate’s agreed-upon base salary for the first year of employment. The percentage will be stipulated in your Business Specific Terms. The Success Fee is not applied to any variable or incentive compensation. You must make that Success Fee within the period specified in the Order Form. For clarity, you must also still pay the applicable Member whom you employed the salary and any incentive compensation in accordance with the employment agreement between such Member and you. 

Success Fee Exemption. If the Business can establish with sufficient and substantial supporting records and documentation that it had a pre-existing evaluation (“Pre-Existing Evaluation”) of the relevant Member, including such Member directly applying to the position, in the six (6) months prior to receiving such Member’s information via Bravado, as reasonably determined by Bravado, then Bravado will not be entitled to the Success Fee. For clarity, LinkedIn connections or chance meetings do not constitute a Pre-Existing Evaluation. 

Transaction Terms. Whether you purchase any subscription-based fees or make any other transactions, including (i) purchasing a Platform Access Subscription (a “Subscription”), (ii) making a Success Fee, or (iii) making a Commencement Fee (each of clauses (i) through (iii), a “Transaction”), you expressly authorize us (or our third-party payment processor) to charge you for such Transaction, processing fees and any other fees to which Bravado collects or is entitled. We may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Transaction, you authorize us to provide your Payment Information to third parties so we can complete your Transaction and to charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). By initiating a Transaction, you agree to the pricing, payment and billing policies applicable to such fees and charges, as posted or otherwise communicated to you. All payments for Transactions are non-refundable and non-transferable except as expressly provided in these Terms. All fees and applicable taxes, if any, are payable in United States dollars. If you fail to pay any payment or fee described hereunder (or in the Business Specific Terms) when due, late charges will accrue at the rate of 1.5% per month or, if lower, the highest rate permitted by applicable law and Bravado may suspend the Services until all payments are made in full.

Subscription-Based Fees. If you purchase or are required to pay a Subscription, you will be charged the applicable Subscription fee, plus any applicable taxes, and other charges (“Subscription Fee”), at the beginning of your Subscription Period and such Subscription Fee will auto-renew monthly, quarterly or annually thereafter, depending on your Subscription Period, at the then-current Subscription Fee. BY PURCHASING A SUBSCRIPTION, YOU AUTHORIZE BRAVADO TO INITIATE RECURRING NON-REFUNDABLE PAYMENTS AS SET FORTH IN THIS SECTION. If you purchase a Subscription, we or our third-party payment processor will automatically charge you each month, quarter or year, depending on your Subscription Period, following the commencement of your Subscription, using the Payment Information you have provided until we or you terminate your Subscription in accordance with these Terms. For any annual Subscriptions, no less than thirty (30) days and no more than sixty (60) days before your Subscription term ends, or otherwise in accordance with applicable law, Bravado will send you a reminder with the then-current Subscription Fee. By agreeing to these Terms and electing to purchase a Subscription, you acknowledge that these subscriptions have recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation thereof by you or Bravado in accordance with these Terms. 

Cancelling Payments or Fees. YOUR PURCHASE IS FINAL AND YOU WILL NOT BE ABLE TO CANCEL THE PURCHASE AND/OR RECEIVE A REFUND OF YOUR FEES OR PAYMENTS HEREUNDER, INCLUDING THE SUBSCRIPTION FEES, ENGAGEMENT FEES, SET-UP PAYMENT OR SUCCESS FEE AT ANY TIME. HOWEVER, PLEASE SEE THE SECTION IMMEDIATELY BELOW FOR SCENARIOS WHERE WE OFFER REPLACEMENT SEARCHES.  But if something unexpected happens in the course of completing a Transaction, we reserve the right to cancel your Transaction for any reason; if we cancel your Transaction we’ll refund any payment you have already remitted to us for such Transaction. Without limiting the foregoing, you may cancel your Subscription in accordance with the “Termination” section below, but please note that such cancellation or adjustment will be effective at the end of the then-current Subscription Period. YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF THE SUBSCRIPTION FEE PAID FOR THE THEN CURRENT SUBSCRIPTION PERIOD AT THE TIME OF CANCELLATION. You will be responsible for all fees (plus any applicable taxes and other charges) incurred for the then-current Subscription Period, including the Platform Access and/or Commencement Fee and Success Fee. If you cancel, your right to use the Services will continue until the end of your then current Subscription Period and will then terminate without further charges. As between Bravado, Member and Business, Business is solely responsible for accurately determining, collecting, reporting and paying all applicable state and federal sales, income and other taxes.

Replacement Searches. If a candidate is successfully placed by Bravado in connection with an Employment Opportunity and the Replacement Search Criteria (as defined below) are met, as reasonably determined by Bravado, Bravado will perform a one-time replacement search. Bravado will conduct the replacement search for no additional fees. For the avoidance of doubt, Bravado will have no other liability whatsoever with regard to any candidate to whom the Business may be introduced.

The Business is entitled to a replacement search if all of the following “Replacement Search Criteria” are met:

  • The applicable candidate is terminated for cause or leaves for any reason within three months of commencing employment; 

  • it notifies Bravado in writing of the candidate’s departure within 7 days of such departure;

  • it is ready to commence a replacement search within 14 days of such notice;

  • there are no material changes in the applicable candidate, the Business and/or role. Examples of these changes include but are not limited to (i) death or medical disability of the candidate, (ii) elimination of the role, (iii) the replacement position materially changes in scope, title, compensation, reporting structure (e.g. change in “hiring manager”), or location from the original search, or (iv) a layoff or reduction in force by the Business; and 

  • the Business has paid all applicable fees under these Terms and no late fee was ever accrued.  

Termination

We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. 

You may terminate these Terms (i) if we materially breach these Terms, and such breach remains uncured 30 days after you provide us with written notice of such breach or (ii) by cancelling your Subscription with at least 14 days written notice before the end of the then-current Subscription Period. 

For the notices contemplated under this Section: 

  • If you have an Order Form, you must email the account manager specified therein via email and cc hello@bravado.co. 

  • In all other cases, you can terminate by emailing hello@bravado.co or via termination features in your account, if available. 

Upon any termination, discontinuation or cancellation of Services or your Business Member Account, the following provisions will survive: Feedback, Content and Aggregate Data Ownership, Responsibility and Removal; Confidentiality; Fees (but solely for any outstanding amounts); Termination; Disclaimers; Indemnity; Limitation of Liability; Dispute Resolution, and General Terms. 

Warranty Disclaimers

YOUR USE OF THE SERVICES, ITS CONTENT AND ANY AMENITIES OR ITEMS OBTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE SERVICES WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ANTI-VIRUS PROTECTION AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO OUR SITE FOR RECONSTRUCTION OF ANY LOST DATA. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR ANY AMENITIES OR ITEMS OBTAINED THROUGH THE SERVICES OR TO YOUR DOWNLOADING OF ANY CONTENT POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

THE SERVICES AND ITS CONTENT AND ANY AMENITIES OR ITEMS OBTAINED THROUGH THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services (including any connections made or suggested via the Services) that the Employment Opportunities will meet or satisfy your expectations, assumptions or requirements. We also make no warranty that the Services will be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, availability, copyright compliance, legality, decency, or reliability of any information (including generated by the AI Services) or Content on the Services. The foregoing does not affect any warranties which cannot be excluded or limited under applicable law. You are solely responsible for, and assume all risks associated with any information generated by the AI Services and Business Content (including Testimonials) that you or your Reviewer submits. In the event that you have a dispute with any Member, Business or Reviewer, you agree to address such dispute directly with the other party and you release Bravado (and our officers, directors, agents, investors, subsidiaries, and employees) from any and all claims, demands, or damages (actual or consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.

Indemnity

You will defend, indemnify and hold harmless Bravado and its officers, directors, employees and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services or Content, (ii) your Business Content (including without limitation, information in the Testimonials), (iii) your relationship with any Member or Reviewer, including your employment of one or more Members as Employees on or via the Services, (iv) your violation of these Terms or (v) any of your acts or omissions that results in: (A) personal injury (or death) or tangible or intangible property damage (including loss of use); or (B) the violation of any law, statute, ordinance, or regulation. For any matter for which you are required to provide indemnification under these Terms, Bravado may, in its sole discretion, assume exclusive defense and control, at your sole cost and expense. You agree to cooperate with Bravado in the defense of any claim or action. You agree that you will not settle any such claim without the advance written consent of Bravado.

Limitation of Liability

(a) TO THE MAXIMUM EXTENT PERMITTED BY LAW, BRAVADO WILL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICES INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT BRAVADO HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

(b) TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL BRAVADO’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO BRAVADO IN CONNECTION WITH THE SERVICES IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO BRAVADO, AS APPLICABLE. 

(c) THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BRAVADO AND YOU.

Dispute Resolution

Governing Law

These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.

Agreement to Arbitrate

You and Bravado agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Bravado with written notice of your desire to do so by email or regular mail at hello@bravado.co or 268 Bush Street, #2734, San Francisco, CA 94104 within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide Bravado with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide Bravado with an Arbitration Opt-out Notice, will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide Bravado with an Arbitration Opt-out Notice, you acknowledge and agree that you and Bravado are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Bravado otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

Arbitration Rules

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879). The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure

Unless you and Bravado otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and Bravado submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Bravado will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration.

Fees

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Bravado will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

Changes

Notwithstanding the provisions of the “Changes to Terms or Services” section above, if Bravado changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to hello@bravado.co) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Bravado’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Bravado in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

General Terms

These Terms and the Privacy Policy constitute the entire and exclusive understanding and agreement between Bravado and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Bravado and you regarding the Services. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Bravado’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Bravado may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Any notices or other communications provided by Bravado under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Site. 

For any notices made by e-mail, whether by Bravado or you, the date of receipt will be deemed the date on which such notice is transmitted.

Bravado’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Bravado. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

Contact Information

If you have any questions about these Terms or otherwise the Services, please contact Bravado at hello@bravado.co or 268 Bush Street, #2734, San Francisco, CA 94104.