1. Use of the Services
   1. The “Services” collectively refers to Fountain’s website, mobile application, API, and any other online services offered by Fountain, its affiliates, or subsidiaries, as each may be updated, relocated, or otherwise modified from time to time, and all intellectual property contained therein. The Services allow individuals seeking employment opportunities (“Prospective Hires”) to connect with organizations seeking to fill employment openings (“Employers”). The Service also provides functionality to assist Employers in processing job applications. Any person who accesses and/or uses the Service, whether as an Employer or Prospective Hire, or on his or her own behalf or on behalf of any third party, will be referred to herein as a “Fountain User.”
   2. Your Fountain membership is personal to you and you cannot share discount codes with, or transfer or gift classes to third parties, including other Fountain participants. Also, Fountain may not be used for commercial purposes. To use the Site, you must have access to the Internet.
   3. Subject to the terms and conditions of these Terms, Fountain hereby grants you a limited revocable, non-exclusive, non-transferable license to access and use the Services solely for your own internal use or for the internal use of the entity on whose behalf you are authorized to act. Fountain reserves the right at all times and without notice to: (i) restrict, deactivate, and/or terminate your access to the Services (or any portion thereof); and (ii) modify or discontinue providing the Services (or any portion thereof). You agree that Fountain will not be liable to you or any third party for any termination or modification to the Services regardless of the reason for such termination or modification. You acknowledge that your only right with respect to any dissatisfaction with any modification or discontinuation of Services made by us is to terminate your use of the Services.
   4. Fountain’s policy with respect to the collection and use of your personally identifiable information is set in our Privacy Policy. By accepting these Terms, you acknowledge your agreement with Fountain’s Privacy Policy.
2. Registration, Accounts, Passwords, and Security
   1. Fountain Users. In order to become a Fountain User, you must complete the registration process by providing Fountain with current, complete and accurate information, as prompted by the applicable registration form.
   2. Accuracy of Information. You acknowledge that in the event you provide any information to Fountain which is untrue, inaccurate, not current or incomplete, Fountain may terminate these Terms and your continued access and use of the Services.
   3. Eligibility.
      1. You represent and warrant that you are at least 18 years of age and that you have not been previously suspended or removed from the Services. THE SERVICES ARE NOT FOR PERSONS UNDER THE AGE OF 18 OR ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM THE SERVICES BY FOUNTAIN. IF YOU ARE UNDER 18 YEARS OF AGE, PLEASE DO NOT USE OR ACCESS THE SERVICES AT ANY TIME OR IN ANY MANNER.
      2. If you are using the Services on behalf of an individual, company, entity, or organization (each, an “Organization”), you represent and warrant that (A) you are an authorized representative of such Organization with the authority to bind such Organization to these Terms, (B) agree to be bound by these Terms on behalf of such Organization, and (C) your Organization meets the eligibility requirements for the Services, as set forth in these Terms. Further, you will be solely responsible for ensuring your Organization complies with these Terms.
   4. Credentials. As part of the registration process, you will be asked to select a username and password. You are entirely responsible for maintaining the security and confidentiality of your account and password. You agree to notify Fountain immediately of any unauthorized use of your account or any other breach of security. To notify us, contact us at security@fountain.com. You are responsible for all use of the Services occurring under your user name and all content posted in your profile or with your account elsewhere on the Services. You are responsible for keeping your password confidential and for notifying us if your password has been hacked or stolen. Fountain will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You may be held liable for any losses incurred by Fountain or another party due to someone else using your account or password.
3. Your Responsibilities. You may use the Services solely for lawful purposes, as intended through the provided functionality of the Services. You may not use the Services in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other party’s use and enjoyment of the Services. You may not attempt to gain unauthorized access to the Services, user accounts, or computer systems or networks, through hacking, password mining or any other means. Without limiting any of the foregoing, you expressly agree that you will not (and you agree not to allow or assist any third party to):
   1. modify, alter, reproduce, or distribute the Services;
   2. rent, lease, lend, sell, redistribute, or sublicense the Services;
   3. copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any portion of the Services, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or the terms of any Third Party Service (as defined below));
   4. attempt to disable or circumvent any security or other technological measure designed to protect the Services or any content available through the Services;
   5. remove or alter any copyright, trademark or other proprietary rights notices contained in or on the Services or in or on any content or other material obtained through the Services or the use of the Services;
   6. create user accounts by automated means or under false or fraudulent pretenses;
   7. use any robot, spider, screen or database scraper, site search or retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Services;
   8. probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures;
   9. reformat, mirror, or frame any portion of the web pages that are part of the Services;
   10. post or transmit (i) any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, contains offensive language (e.g., words that are customarily considered “curse words”), or nudity, (ii) any material, non-public information about individuals or companies without the authorization to do so, (iii) any trade secret of any third party, and/or (iv) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communication (except as otherwise expressly permitted by us), or engage in spamming or flooding;
   11. transmit any software or other materials that contain any virus, worm, time bomb, Trojan horse, or other harmful or disruptive component; use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Services or its contents;
   12. harvest or collect information about other users without their prior written consent;
   13. otherwise engage in activities that could violate the privacy rights of others;
   14. harass, abuse, harm or advocate or incite harassment, abuse or harm of another person or group, including Fountain employees and other users;
   15. create a new account with Fountain, without Fountain’s express written consent, if Fountain previously disabled an account of yours;
   16. violate any applicable federal, state or local laws, regulations or these Terms; nor
   17. use or access the Services to build a competing service.
   We may take any legal action and implement any technical remedies to prevent the violation of these provisions and to enforce these Terms.

4. Consent to Electronic Communications and Text Messaging
   1. Consent to Electronic Communications. By using the Services or providing Personal Information (as defined in the Privacy Policy) to us, you agree that we may communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the Services. If we learn of a security system’s breach, we may attempt to notify you electronically by posting a notice on the Services or sending an email to you, if we have your email address. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please write to us at security@fountain.com.
   2. SMS Text Messages and Push Notifications. When you register with Fountain, Fountain will send you an SMS text message containing a 4-digit code in order to verify your phone number and will send SMS text messages and push notifications (“Messages and Notifications”) in order to keep you informed about the Services. By using the Services, you agree to receive Messages and Notifications regarding your use of the Services. SMS text messages are for informational purposes only. While Messages and Notifications are intended to enhance your use of the Services, you may (i) disable push notifications on your device, and/or (ii) reply “STOP” to remove yourself from our text message database. Depending on your current carrier plan, you may incur charges for these Messages and Notifications and agree to not hold Fountain liable for any charges incurred. You acknowledge that any terms between you and any third-party provider (such as, for example, Apple®, Android™, or Verizon) create no obligation or responsibility on the part of Fountain, and that Fountain is not responsible for any failure of warranty by any such third party. Fountain cannot control certain factors relating to message delivery. You acknowledge that, depending on your mobile carrier’s service, it may not be possible to transmit a text message to you successfully. We have no liability for transmission delays or message failures.
   3. Fountain Profile Messaging. When you submit your Personal Information and/or click “Sign Up” with Fountain, you electronically agree that Fountain or its agents may send you promotional or marketing messages. Message & data rates may apply.
5. User Content
   1. User Content Generally. Certain features of the Services permit Fountain Users to upload content to the Services, including comments, photos, video, images, data, text, and other types of works ("User Content") and to publish User Content on the Services. You retain copyright and any other proprietary rights that you may hold in the User Content that you post to the Services.
   2. Limited License Grant to Fountain. By posting or publishing User Content, you grant Fountain a worldwide, perpetual, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any and all media or distribution methods (now known or later developed) in accordance with the settings on your account and the features of the Services you elect to utilize. However, Fountain may use that User Content for other purposes provided that it does not specifically identify you as the source of that content.
   3. Limited License Grant to Other Users. By posting or sharing User Content with other users of the Services, you grant those users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Services.
   4. Usage Data. You agree that Fountain may collect and use technical data and related information, including, but not limited to, UDID, and other technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the Services, and to track and report your activity inside of the Services, including for analytics purposes. Please see the Privacy Policy for more details regarding the information Fountain collects, and how it uses and discloses that information.
   5. Restrictions; Data Retention. You agree that Fountain will have no responsibility or liability with respect to any User Content that is processed, transmitted, disclosed, or stored in connection with the Services. Fountain is not responsible for performing, and is not liable for any failure to perform, any back-up of any User Content provided, processed, or stored in or through the Services. Fountain recommends that you perform regular exports and back-ups of your User Content.
   6. User Content Representations and Warranties. You are solely responsible for your User Content and the consequences of posting or publishing User Content. By posting or publishing User Content, you affirm, represent, and warrant that:
      1. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Fountain and other Fountain Users of the Services to use and distribute your User Content as necessary to exercise the licenses granted by you in this section, in the manner contemplated by Fountain, the Services, and these Terms; and
      2. Your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (A) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (B) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person or organization; or (C) cause Fountain to violate any law or regulation.
   7. User Content Disclaimer. We are under no obligation to edit or control User Content that you or other Fountain Users post or publish, and will not be in any way responsible or liable for User Content. Fountain may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Services you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Fountain with respect to User Content. We expressly disclaim any and all liability in connection with User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Fountain does not permit copyright-infringing activities on the Services.
   8. Publicity. If you are an entity or organization, you agree that Fountain may list your entity or organization as a customer of Fountain and use your entity or organization name and logo for marketing or promotional purposes and in other communication with existing or potential Fountain customers, resellers, or investors. You may revoke this consent at any time by sending an email to marketing@fountain.com.
   9. Sending Messages. The Services may allow Fountain Users to exchange messages (“Messages”) with each other. Harmful, obscene, or offensive communications are not welcome in any Messages. If a user sends you an objectionable Message, please notify us by sending an e-mail to support@fountain.com. You should exercise discretion, good sense, and sound judgment when sending a Message. You are solely responsible for the content of any Message you send. You agree that Fountain may monitor Messages for compliance with these Terms, and therefore, Messages should not be considered confidential or proprietary. You hereby grant us an assignable, sublicensable, irrevocable license to reproduce and transmit your Messages in connection with facilitating transfer to the intended recipient through the Services and for such other purpose as Fountain may deem appropriate in its sole discretion.
6. Contests. Fountain may provide contests on the Services. The rules, regulations, and procedures governing such contests (“Contest Rules”) will be accessible through a hypertext link displayed on the web page where the contest or game may be located. By entering or participating in any of our contests or games, you agree to be subject to those rules, regulations and procedures as well as the terms and conditions of these Terms. In the event of a conflict between any Contest Rules and these Terms, the applicable Contest Rules will govern.

7. Contests. Fountain may provide contests on the Services. The rules, regulations, and procedures governing such contests (“Contest Rules”) will be accessible through a hypertext link displayed on the web page where the contest or game may be located. By entering or participating in any of our contests or games, you agree to be subject to those rules, regulations and procedures as well as the terms and conditions of these Terms. In the event of a conflict between any Contest Rules and these Terms, the applicable Contest Rules will govern.
8. Term and Termination
   1. Term. The term of these Terms (the “Term”) will commence on the date on which you first access or utilize the Services in any way (the “Effective Date”) and will continue so long as you continue to access or utilize the Services; provided that Fountain reserves the right to take whatever lawful actions it may deem appropriate in response to actual or suspected violations of these Terms including, without limitation, the suspension or termination of the user's access and/or account, or blocking the user from access to the Services. Fountain may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong. Except as may be expressly limited by the Privacy Policy, Fountain reserves the right at all times to disclose any information as Fountain deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post, or to remove any information or materials, in whole or in part, in Fountain’s sole discretion.
   2. Effect of Termination. The following Sections of these Terms will survive termination or expiration of the Agreement: 1.d, 2.c, 3, 5, 7.b, 8, 9 - 13, 15 - 24.
9. Ownership
   1. Proprietary Information. You acknowledge and agree that: (i) the Services, including, without limitation, any Content, modifications, enhancements and updates, and any originals and copies thereof, in whole or in part, and all intellectual property rights therein (collectively, “Proprietary Information”), is owned by Fountain and its licensors, as applicable; (ii) the Proprietary Information contains valuable copyrighted and proprietary material of Fountain; (iii) the Proprietary Information is licensed, rather than sold, to you pursuant to these Terms; and (iv) you have no rights in the Proprietary Information, other than the rights and licenses specifically granted to you pursuant to these Terms.
   2. Trademarks. You acknowledge that Fountain has acquired, and is the owner of, trademark rights in the name and word mark "Fountain"™ and in the other marks and design marks displayed on the Services. You acknowledge that this name and these marks are famous and internationally known. You will not, at any time or for any reason, challenge the validity of, or Fountain’s ownership of, the foregoing name and marks, and you waive any rights you may have at any time to do so. All use of the foregoing name and marks by you will inure exclusively to the benefit of Fountain. All marks shown on the Services but not owned by Fountain are the property of their respective owners.
10. Disclaimer of Warranty
    1. To the fullest extent permitted by law, the services is provided “as is” with all faults, and the entire risk as to satisfactory quality, performance, accuracy and effort is with you. you acknowledge that, because of the nature of the internet, mobile networks, and the devices which access the internet and/or mobile networks, the services may not be accessible when needed, and that information, data, audio and video transmitted over the internet and/or mobile networks may be subject to interruption or third party interception and modification. to the fullest extent permitted by law, fountain disclaims any and all warranties or conditions, express or implied, including, but not limited to the implied warranties or conditions of merchantability, fitness for a particular purpose, quiet enjoyment, accuracy of informational content, and absence of viruses and damaging or disabling code. to the fullest extent permitted by law, none of fountain, its affiliates or service providers, fountain’s content providers and/or their respective affiliates, subsidiaries nor the employees, agents and/or contractors (collectively, the “fountain parties”) warrant the accuracy, completeness, or timeliness of the services. fountain cannot and does not assume any responsibility for any loss, damages or liabilities arising from the failure of any telecommunications infrastructure, or the internet or for your misuse of any of content and information accessed through the services. you expressly agree that your use of the services and your reliance upon any of the respective content is at your sole risk.
11. Limitation of Liability
    1. To the fullest extent permitted by law, each fountain user is solely responsible for (i) his or her use of the services, and (ii) any damages incurred by him or her or any third party that arise from or are related to the services. the aggregate liability of the fountain parties for any damages, whether arising in contract, tort or otherwise, will be limited to actual damages proved, and not to exceed the amount paid by you to fountain for the services. to the fullest extent permitted by law, and notwithstanding anything to the contrary set forth herein, none of the fountain parties will be liable for any punitive, special, indirect or consequential damages, even if fountain or its content providers have been advised of the possibility of such damages.
    2. To the fullest extent permitted by law, none of the fountain parties will have any liability whatsoever for any losses; costs or damages of any kind incurred or suffered by you as a result of services provided by any of other fountain user pursuant to the services.
    3. You represent that you have independently investigated the advisability of using the services and the possible risks involved in using the services. you agree to maintain your own insurance covering such risks and will look solely to such insurance for reimbursement of any resulting damages.
12. Third Party Disputes. fountain is not affiliated with any other fountain user, carrier, service provider, or third-party service, and any dispute you have with any other fountain user, carrier, service provider, third-party service or other third party arising from your use of the services, including, without limitation, your employer, is directly between you and such third party, and you irrevocably release fountain (and our officers, directors, agents, subsidiaries, joint ventures, and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
13. Force Majeure. Fountain will not be liable for any delay or failure to perform any obligation herein if the delay or failure is due to unforeseen events that are beyond Fountain’s reasonable control, such as strikes, blockade, war, terrorism, riots, natural disasters, epidemic, or governmental action, in so far as such an event prevents or delays Fountain in fulfilling its obligations hereunder.
14. Indemnification and Release
    1. To the fullest extent permitted by law, you will defend, indemnify and hold Fountain, its licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, members, employees, attorneys and agents, harmless against any loss or damage of any kind (including, without limitation, attorneys’ fees and lost revenues) arising from: (i) any and all breaches by you of these Terms, Fountain’s Privacy Policy, or any representation, warranty or covenant contained herein; (ii) any and all use of the Services not specifically authorized hereunder and on the Services; and (iii) any and all claims and actions against Fountain by other parties to whom you allow access to the Services.
    2. To the fullest extent permitted by law, you further waive, release and forever discharge the Fountain Parties from any and all responsibility or liability for injuries or damages resulting from any service obtained through the use of the Services, including injuries or damages caused by the negligent act or omission of the Released Parties or in any way arising out of or connected with the Services.
    3. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. You will not, in any event, settle any claim or matter without our written consent.

15. Dispute Resolution
    1. Generally. In the interest of resolving disputes between you and Fountain in the most expedient and cost-effective manner, you and Fountain agree that any dispute arising out of or in any way related to these Terms or your use of the Services will be resolved by binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to these Terms, Fountain’s Privacy Policy, or your use of the Services, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND FOUNTAIN ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION. YOU FURTHER UNDERSTAND THAT THESE DISPUTE RESOLUTION TERMS WILL APPLY TO YOU AND FOUNTAIN UNLESS YOU CHOOSE TO OPT OUT PURSUANT TO SECTION 15.i BELOW. Whether to agree to arbitration is an important business decision. It is your decision to make, and you should not rely solely on the information provided in these Terms as it is not intended to contain a complete explanation of the consequences of arbitration. You should take further steps to conduct research and to consult with others, including, but not limited to, an attorney, regarding the consequences of your decision, just as you would when making any other important business or life decision.
    2. Exceptions. Despite the provisions of the Section entitled “Generally” directly above, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) bring an action in a court pursuant to the California Private Attorneys General Act of 2004, California Labor Code § 2698 et seq.; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
    3. Arbitrator. Any arbitration between you and Fountain will be governed by the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Fountain. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
    4. Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by U.S. Mail or electronic mail within the applicable statute of limitations period (“Notice”). Fountain’s address for Notice is: 275 Sacramento St, 3rd Floor, San Francisco, CA, 94111. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Fountain may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Fountain must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Fountain will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by Fountain in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.
    5. Fees. If you commence arbitration in accordance with these Terms, Fountain will reimburse you for your payment of the filing fee, unless your claim is for more than $15,000 or as set forth below, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in San Francisco, California, but if the claim is for $15,000 or less, you may choose whether the arbitration will be conducted: (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance based telephone hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Fountain for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
    6. No Class Actions. YOU AND FOUNTAIN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING (OTHER THAN ACTIONS UNDER THE CALIFORNIA PRIVATE ATTORNEYS GENERAL ACT OF 2004, CALIFORNIA LABOR CODE § 2698 ET SEQ. WHICH ARE NOT COVERED BY THIS SECTION 15). Further, unless both you and Fountain agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
    7. Modifications to this Arbitration Provision. If Fountain makes any future change to this arbitration provision, other than a change to Fountain’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to Fountain’s address for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and Fountain. If you do not send such written notice, your continued use of the Services following any such change means that you have consented to such change.
    8. Enforceability. If the Section entitled “No Class Actions” is found to be unenforceable or if the entirety of this Section 15 is found to be unenforceable, then the entirety of this Section 15 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described directly below will govern any action arising out of or related to these Terms or your use of the Services.
    9. Opt Out. Arbitration is not a mandatory condition of these Terms. If you do not want to be subject to this Dispute Resolution provision, you may opt out of this Dispute Resolution provision by notifying Fountain in writing of your decision by sending, within 30 days of the date you receive these Terms, an electronic message to support@fountain.com, stating clearly your full name and intent to opt out of the Dispute Resolution provision. Should you choose not to opt out of this Dispute Resolution provision within the 30-day period, you and Fountain will be bound by the terms of this Dispute Resolution provision. You have the right to consult with counsel of your choice concerning this Dispute Resolution provision. You understand that you will not be subject to retaliation if you exercise your right to opt out of coverage under this Dispute Resolution provision.

16. Third-Party Services, Third Party Fees, and Linked Websites
    1. Access to Third-Party Services. The Services may provide you with access to third-party websites, databases, networks, servers, information, software, programs, systems, directories, applications, or products or services (collectively, “Third-Party Services”).
    2. No Control Over Third-Party Services. Fountain does not have or maintain any control over Third-Party Services, and is not and cannot be responsible for their content, operation, or use. By linking or otherwise displaying information from or providing access to any Third-Party Services, Fountain does not give any representation, warranty or endorsement, express or implied, with respect to the legality, accuracy, quality, or authenticity of content, information, or services provided by those Third-Party Services.
    3. Terms of Third-Party Services. Third-Party Services may have their own terms of use and privacy policy, and may have different practices and requirements to those operated by Fountain with respect to the Service. You are solely responsible for reviewing any terms of use, privacy policy or other terms governing your use of these Third-Party Services, which you use at your own risk. You are advised to make reasonable inquiries and investigations before entering into any transaction, financial or otherwise, and whether online or offline, with any third party related to any Third-Party Services.
    4. Disclaimer of Liability for Third-Party Services. You are solely responsible for taking the precautions necessary to protect yourself from fraud when using Third-Party Services, and to protect your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content and material that may be included on or may emanate from any Third-Party Services. Fountain disclaims any and all responsibility or liability for any harm resulting from your use of Third-Party Services, and you hereby irrevocably waive any claim against Fountain with respect to the content or operation of any Third-Party Services.
    5. Third-Party Software. The software you download consists of a package of components, including certain third-party software (“Third-Party Software”) provided under separate license terms (the “Third Party Terms”). Your use of the Third-Party Software in conjunction with the Services in a manner consistent with the terms of these Terms is permitted, however, you may have broader rights under the applicable Third Party Terms and nothing in these Terms is intended to impose further restrictions on your use of the Third-Party Software.
17. Protected Activity Not Prohibited. You should understand that, insofar as permitted by applicable law, nothing in these Terms will in any way limit or prohibit you from filing a charge or complaint with, or otherwise communicating or cooperating with or participating in any investigation or proceeding (“Protected Activity”) that may be conducted by any federal, state or local government agency or commission (“Government Agencies”). You understand that in connection with such Protected Activity, you are permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, Fountain. Notwithstanding, in making any such disclosures or communications, you agree to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute Fountain confidential information to any parties other than the Government Agencies.
18. Governing Law; Choice of Forum. The laws of the State of California, excluding its conflicts of law rules, govern these Terms and your use of the Services. Your use of the Services may also be subject to other local, state, national, or international laws; provided, however, that the United Nations Convention on Contracts for the International Sale of Goods will not apply to any provision of these Terms. To the extent that any action relating to any dispute hereunder is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in San Francisco County and you hereby irrevocably submit to personal jurisdiction in such courts, and waive any defense of inconvenient forum.
19. Feedback. If you provide any feedback to Fountain concerning the functionality and performance of the Services (including identifying potential errors and improvements), you hereby assign to Fountain all right, title, and interest in and to such feedback, and Fountain is free to use such feedback without payment or restriction.
20. Entire Agreement; Variation. These Terms set forth the entire agreement between Fountain and you with respect to the Services. These Terms supersede and govern all previous oral and written communications regarding these matters, all of which are merged into these Terms. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter these Terms. These Terms may be changed only by a written agreement signed by an authorized agent of the party against whom enforcement is sought.
21. Severability. If any provision of these Terms is held invalid, illegal, or unenforceable, such provisions will be modified, or if not possible, severed, to reflect the fullest valid, legal, and enforceable expression of the intent of the parties and the remainder of these Terms will not be affected thereby.
22. Relationship of Parties. Nothing herein will be deemed to create an employer-employee relationship between Fountain and you, nor any agency, joint venture or partnership relationship between the parties. Neither party will have the right to bind the other to any obligation, nor have the right to incur any liability on behalf of the other.
23. Waiver. No delay, omission, or failure to exercise any right or remedy provided herein will be deemed to be a waiver thereof or an acquiescence in the event giving rise to such right or remedy, but every such right or remedy may be exercised, from time to time as may be deemed expedient by the party exercising such remedy or right.
24. Assignment. Neither these Terms nor any of the rights granted to you herein may be assigned or transferred by you, whether voluntarily or by operation of law, without the express prior written permission of Fountain and any attempt to do so will be null and void. However, Fountain may assign or transfer these Terms at any time without your permission.
25. Third-Party Beneficiaries. The provisions of these Terms relating to the rights of Fountain content providers are intended for the benefit of such content providers, and such content providers, as third-party beneficiaries, will be entitled to enforce such provisions in accordance with their terms, irrespective of the fact that they are not signatories to these Terms.NOTICE REGARDING APPLE. You acknowledge that these Terms are between you and Fountain only, not with Apple, and Apple is not responsible for the Services or the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Services. In the event of any failure of the Services to conform to any applicable warranty, then you may notify Apple and Apple will refund the purchase price for the relevant Services to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Services. Apple is not responsible for addressing any claims by you or any third party relating to the Services or your possession and/or use of the Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Services fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the Services or your possession and use of the Services infringes that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the Services. Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary of these Terms. You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. If Fountain provides a translation of the English language version of these Terms, the translation is provided solely for convenience, and the English version will prevail.

1. Definitions.

   The following capitalized terms shall have the meanings set forth below. Any capitalized terms used but not defined in this Master Agreement will have the meaning provided in the applicable Order Form.

   1. “Applicable Law" means all international, federal, state, provincial, and local laws, regulations, binding regulatory guidance, directives, and governmental requirements applicable to the Services, or either party’s performance under this Agreement, including applicable employment law, labor law, and laws regarding employee classification.
   2. “Applicant Data" means any Personal Information other than Customer Data which is collected, inferred, created, stored, processed, transmitted, accessed or used by Fountain in connection with an Applicant’s use of the Services to submit an Application to Customer.
   3. “Authorized Users" means employees and contractors of Customer for whom Customer has paid all applicable fees for access to and use of the Services.
   4. “Confidential Information" means information that either party (“Discloser") discloses to the other party (“Recipient") under this Agreement, and that is marked as confidential or would normally be considered confidential information under the circumstances. “Confidential Information" does not include information that Recipient can document: (1) is independently developed by Recipient; (2) is rightfully given to Recipient by a third party without confidentiality obligations; or (3) becomes public through no fault of Recipient. Fountain’s Confidential Information includes non-public information regarding features, functionality, and performance of the Services; Documentation; and Usage Data. The Customer Data is Customer’s Confidential Information.
   5. “Customer Data" means non-public data uploaded by Customer to the Services. “Customer Data" does not include Usage Data.
   6. “Data Privacy Law" means all applicable laws and regulations relating to privacy, data protection, data security, communications secrecy, breach notification, or the processing of Personal Information, including the California Consumer Privacy Act (Cal. Civ. Code §§ 1798.100, et seq.) and its implementing rules, procedures, exceptions, guidelines and regulations (“CCPA").
   7. “Documentation" means Fountain-provided user documentation relating to the Services (e.g., user manuals and online help files).
   8. “Implementation Services" means any implementation, configuration, training, or consulting services specified in an Order Form or otherwise made available by Fountain to Customer.
   9. “Intellectual Property Rights" means all patent rights (including utility models), copyrights, moral rights, trademark and service mark rights, trade secret rights, and any other similar proprietary or intellectual property rights (registered or unregistered) throughout the world, together with all applications for any of the foregoing.
   10. “Order Form" means an ordering document or online order specifying the Services to be provided under this Agreement that is entered into between Customer and Fountain, including any addenda and supplements thereto.
   11. “Order Term" means the Order Form term length specified in the applicable Order Form.
   12. “Personal Information" shall have the meaning set forth in the applicable Data Privacy Law and its implementing rules, procedures, exceptions, guidelines and regulations.
   13. “Scope Limitations" means any limitations on Customer’s use of the Services specified in an Order Form.
   14. “Services" means Fountain’s software-as-a-service platform that assists users in managing the job application and hiring process, including any related mobile applications and any related services; in each case, as specified in the applicable Order Form and as may be updated from time to time. For clarity, the “Services" do not include any Implementation Services, any professional services, any employment services, or any assistance to Customer regarding: (1) its selection process; (2) the terms of any employment or services provided by applicants; (3) granting or limiting data access by Customer’s employees or agents; or (4) ensuring that Customer complies with all Applicable Law.
   15. “Usage Data" means data relating to the Authorized Users’ use of the Services or Fountain’s other products and services that is aggregated in such a way that it is not associated with Customer.

2. Services.

   1. Order Forms. Each Order Form is subject to, and hereby incorporated into, this Agreement. If there is a conflict between this Agreement and an Order Form, this Agreement will control unless the Order Form states that a specific provision of this Agreement will be superseded by a specific provision of the Order Form.
   2. Access to the Services. Subject to Customer’s payment of all fees and compliance with this Agreement, Fountain grants to Customer a worldwide, non-exclusive, non-transferable, non-sublicenseable right during the Order Term to use the Services by its Authorized Users, solely in connection with Customer’s internal business operations and in accordance with any Scope Limitations.
   3. Documentation. Subject to Customer’s payment of all fees and compliance with this Agreement, Fountain grants to Customer a worldwide, non-exclusive, non-transferable non-sublicenseable license during the Order Term to reproduce, without modification, and internally use a reasonable number of copies of the Documentation solely in connection with Customer’s authorized use of the Services.
   4. Support. Subject to Customer’s payment of all fees and compliance with this Agreement, Fountain will use commercially reasonable efforts during each Order Term to provide technical support to Customer via email, with the exclusion of U.S. federal holidays (“Support Hours"). Customer may initiate a helpdesk ticket during Support Hours by emailing support@fountain.com Fountain will use commercially reasonable efforts to respond to all helpdesk tickets within one business day.
   5. Implementation Services. Subject to Customer’s payment of all fees and compliance with this Agreement, Fountain will provide the Implementation Services to Customer as outlined in the Order Form. Customer will provide Fountain any assistance and cooperation reasonably requested by Fountain relating to the Implementation Services.
   6. Subcontractors. Fountain may use subcontractors or other third parties to perform its obligations under this Agreement, but Fountain will remain responsible for all such obligations.

3. Restrictions and Responsibilities.

   1. Use Restrictions. Except as expressly permitted in this Agreement, Customer will not, and will not permit or authorize third parties to: (1) rent, lease, or otherwise permit third parties to use the Services or Documentation; (2) use the Services or Documentation to provide services to third parties (e.g., as a service bureau); (3) use Services or Documentation in any way that would violate the Scope Limitations or this Agreement; (4) circumvent or disable any security or other technological features of the Services; (5) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, know-how, or algorithms related to the Services; (6) modify, translate, or create derivative works based on the Services or Documentation; (7) remove any proprietary notices or labels from the Services or Documentation; or (8) use the Services in a manner that violates or attempts to circumvent Applicable Law. This Section 3.A will apply solely to the extent permitted by Applicable Law.
   2. Authorized Users; Accounts. Customer is responsible and liable for all actions and inactions by its Authorized Users or by any third party that Customer or an Authorized User permits to access or use the Services, as if such action or inaction were an action or inaction of Customer. Customer is responsible for maintaining control over Customer’s account, including the confidentiality of any login credentials, and is responsible for all activities that occur on or through Customer’s account and its Authorized Users’ accounts.

4. Restrictions and Responsibilities.

   1. Use Restrictions. Except as expressly permitted in this Agreement, Customer will not, and will not permit or authorize third parties to: (1) rent, lease, or otherwise permit third parties to use the Services or Documentation; (2) use the Services or Documentation to provide services to third parties (e.g., as a service bureau); (3) use Services or Documentation in any way that would violate the Scope Limitations or this Agreement; (4) circumvent or disable any security or other technological features of the Services; (5) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, know-how, or algorithms related to the Services; (6) modify, translate, or create derivative works based on the Services or Documentation; (7) remove any proprietary notices or labels from the Services or Documentation; or (8) use the Services in a manner that violates or attempts to circumvent Applicable Law. This Section 3.A will apply solely to the extent permitted by Applicable Law.
   2. Authorized Users; Accounts. Customer is responsible and liable for all actions and inactions by its Authorized Users or by any third party that Customer or an Authorized User permits to access or use the Services, as if such action or inaction were an action or inaction of Customer. Customer is responsible for maintaining control over Customer’s account, including the confidentiality of any login credentials, and is responsible for all activities that occur on or through Customer’s account and its Authorized Users’ accounts.

5. Optional Third-Party Integrations and Services.

   1. Third-Party Services. Fountain and third parties may make available third-party products or services, including plugins, mobile applications, integrations (e.g., with background check provider platforms, training platforms, analytics platforms, etc.), and related platforms and services (“Third-Party Services") that Customer may elect to purchase or use. Use of Third-Party Services may be subject to additional fees. The relationship between Customer and the provider(s) of Third-Party Services, including any payment of fees or exchange of data between Customer and any Third-Party Service or Third-Party Service provider is solely between Customer and the applicable Third-Party Service provider, governed by the applicable terms and conditions agreed to by Customer and such Third-Party Service provider.
   2. Interoperation with the Service. If Customer uses any Third-Party Services with the Services, Customer grants Fountain permission to allow the Third-Party Service and its provider to access Customer Data as required for the interoperation of that Third-Party Service with the Services. Fountain is not responsible for any disclosure, modification, or deletion of Customer Data resulting from access by such Third-Party Service or its provider. Customer is responsible for negotiating any limits on the use of Customer Data by the Third-Party Services directly with the Third-Party Service provider.
   3. Third Party Disputes and Disclaimer. ANY DISPUTE CUSTOMER HAS WITH ANY THIRD-PARTY SERVICE PROVIDER, IS DIRECTLY BETWEEN CUSTOMER AND SUCH THIRD PARTY, AND CUSTOMER IRREVOCABLY RELEASES FOUNTAIN (AND ITS OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES, AND EMPLOYEES) FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. FOUNTAIN DOES NOT WARRANT OR PROVIDE SUPPORT FOR THIRD-PARTY SERVICES, WHETHER OR NOT THEY ARE DESIGNATED BY FOUNTAIN AS “RECOMMENDED," “CERTIFIED," OR OTHERWISE. FOUNTAIN IS NOT RESPONSIBLE FOR ANY VIOLATIONS OF APPLICABLE LAW RELATING TO THIRD-PARTY SERVICES, OR ARISING FROM CUSTOMER’S USE OF THIRD-PARTY SERVICES. FOUNTAIN DOES NOT GUARANTEE THE CONTINUED AVAILABILITY OF ANY THIRD-PARTY SERVICES (OR ANY INTEGRATION WITH THIRD-PARTY SERVICES OR RELATED SERVICES FEATURES), AND IF SUCH THIRD-PARTY SERVICES OR RELATED FEATURES ARE DISCONTINUED, CUSTOMER WILL NOT BE ENTITLED TO ANY REFUND, CREDIT, OR OTHER COMPENSATION.

6. Ownership.

   1. Fountain IP. Fountain and its licensors own the Services, Implementation Services, Documentation, and Usage Data, including all Intellectual Property Rights in or associated with, and any derivatives of, the foregoing (the “Fountain IP"). The Fountain IP is protected by copyright law and other Applicable Law. No ownership rights in the Fountain IP are transferred to Customer by this Agreement. Customer does not have any rights in or to the Fountain IP except for the limited express rights granted in this Agreement.
   2. Customer Data. Customer owns all right, title, and interest in and to the Customer Data. No ownership rights in the Customer Data are transferred to Fountain by this Agreement. Fountain does not have any rights to the Customer Data except for the limited express rights granted in this Agreement.
   3. Feedback. If Customer gives Fountain feedback, comments, or suggestions concerning the Services or Implementation Services (collectively, “Feedback"), Customer hereby assigns to Fountain all right, title, and interest in and to the Feedback, and Fountain is free to use the Feedback without payment, attribution, or restriction.

7. Data.

   1. License. Customer hereby grants Fountain a worldwide, non-exclusive, irrevocable, royalty-free, fully-paid, sublicenseable license to host, store, transfer, display, perform, reproduce, modify, create derivative works of, and distribute Customer Data, in any media or distribution methods now known or later developed, in accordance with the settings on Customer’s account and the features of the Services Customer elects to utilize.
   2. Usage Data. Fountain may collect and analyze Usage Data and other information relating to the provision, use, and performance of various aspects of the Service and related systems and technologies (including information provided by third-party analytical tools). Fountain may analyze, copy, process, collect, use, disclose, and reproduce Usage Data for any purpose, including for the purposes of: (1) complying with a regulatory inquiry or judicial action of a governmental body; and (2) improving the Services and developing new products, services, features, and functionality.
   3. Applicant Data. Each job applicant using the Services is required to consent to Fountain’s Privacy Policy (available at https://www.fountain.com/privacy.html) in order to use the Services. Fountain’s use of the Applicant Data is subject to the Privacy Policy.

8. Confidentiality.

   Each party as Recipient will take reasonable precautions to protect Discloser’s Confidential Information, and will not use (except as expressly permitted in this Agreement) or divulge to any third party any Confidential Information except to those employees and representatives of Recipient who have a need to know the Confidential Information to enable Recipient to perform its obligations under this Agreement. Recipient is responsible and liable for its employees’ and representatives’ compliance with this Section 7, as if their actions or inactions were an action or inaction of Recipient. The foregoing will not apply with respect to any Confidential Information five years after the disclosure thereof (or, with respect to trade secrets, for so long as such Confidential Information constitutes a trade secret under Applicable Law), or any Confidential Information that is required to be disclosed by Applicable Law.

9. Payment of Fees.

   1. Fees and Payment.
      1. Customer will pay Fountain all fees described in all Order Forms or SOWs in accordance with the terms therein (the “Fees"). If Customer believes that Fountain has billed Customer incorrectly, Customer must contact Fountain no later than 60 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Fountain’s customer support department.
      2. Fountain may bill Customer through an invoice, in which case, unless otherwise specified in an Order Form, full payment for invoices issued in a given month is due 30 days after the date of the applicable invoice. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum amount permitted by Applicable Law, whichever is lower, plus all expenses of collection, and may result in immediate termination of the Implementation Services or access to the Services. All amounts paid under this Agreement will be paid in U.S. Dollars
   2. Taxes. Other than federal and state net income taxes imposed on Fountain, Customer will bear all taxes, duties, and other governmental charges relating to the Services and Implementation Services.

10. Term and Termination.

    1. Term. The term of this Agreement will commence on the effective date of the first Order Form between the parties and will continue until terminated in accordance with this Agreement (the “Term"). Upon expiration of an Order Form the Order Term will automatically renew for a term equivalent to the initial Order Term, unless otherwise specified in an Order Form or if either party notifies the other in writing of its desire to terminate the applicable Order Form at least 30 days before the expiration of the then-current Order Term.
    2. Termination for Convenience. Subject to the payment obligations described in Section 9.E (Post-Termination Obligations), either party may terminate this Agreement, or any Order Form or SOW, for any reason upon 30 days’ prior written notice to the other party.
    3. Termination for Breach or Insolvency. Either party may terminate this Agreement, or any Order Form or SOW, effective upon written notice to the other party, if the other party materially breaches this Agreement (or the Order Form or SOW) and such breach is incapable of cure, or (if such breach capable of cure) the breaching party does not cure such breach within 30 days of receiving notice of it. Fountain may terminate or suspend this Agreement or any part of it immediately upon written notice to Customer without a cure period if Customer breaches any of the terms of this Agreement relating to Fountain’s Intellectual Property Rights or Fountain’s Confidential Information. Either party may terminate this Agreement, effective immediately upon written notice, if the other party files, or has filed against it, a petition for voluntary or involuntary bankruptcy or pursuant to any other insolvency law, makes or seeks to make a general assignment for the benefit of its creditors, or applies for, or consents to, the appointment of a trustee, receiver, or custodian for a substantial part of its property.
    4. Effect of Termination. Termination of this Agreement will automatically terminate all active Order Forms and SOWs, but termination of a single Order Form or SOW will not result in termination of this Agreement or any other Order Forms or SOWs. Upon the termination of this Agreement, or an Order Form or SOW, all rights and licenses granted by Fountain to Customer under this Agreement or the applicable Order Form or SOW will terminate. Either party’s termination of this Agreement is without prejudice to any other remedies it may have at law or in equity, and does not relieve either party of liability for breaches occurring prior to the effective date of termination. Neither party will be liable to the other for damages arising solely as a result of terminating this Agreement in accordance with its terms.
    5. Post-Termination Obligations. Upon any termination of this Agreement, or any Order Form or SOW, Fountain will make all Customer Data and Applicant Data then held on Customer’s behalf by Fountain pursuant to this Agreement or the applicable Order Form or SOW available to Customer for electronic retrieval for a period of 30 days. After such period, Fountain may, but is not obligated to, delete any such Customer Data or Applicant Data. If Customer terminates this Agreement for material breach or if Fountain terminates this Agreement under Section 9.B (Termination for Convenience), Customer will pay a pro rata amount of the Fees for any terminated Services and Implementation Services up to and including the last day on which the Services or Implementation Services are provided. If this Agreement is terminated for any other reason, Fountain will not refund Customer any Fees paid in advance of such termination, and within 10 days after such termination, Customer will pay Fountain all remaining Fees owed under any terminated Order Forms and SOWs. The following sections of this Agreement will survive any expiration or termination of this Agreement: Sections 1 (Definitions), 3 (Restrictions and Responsibilities), 5 (Ownership), 6 (Data), 7 (Confidentiality), 8 (Fees and Payment), 9.D (Effect of Termination), 9.E (Post-Termination Obligations), 10 (Warranties and Disclaimer), 11 (Indemnification), 12 (Limitations of Liability), 13 (Arbitration), 15 (Compliance with Applicable Law; Export), and 16 (Miscellaneous).

11. Term and Termination.

    1. Term. The term of this Agreement will commence on the effective date of the first Order Form between the parties and will continue until terminated in accordance with this Agreement (the “Term"). Upon expiration of an Order Form the Order Term will automatically renew for a term equivalent to the initial Order Term, unless otherwise specified in an Order Form or if either party notifies the other in writing of its desire to terminate the applicable Order Form at least 30 days before the expiration of the then-current Order Term.
    2. Termination for Convenience. Subject to the payment obligations described in Section 9.E (Post-Termination Obligations), either party may terminate this Agreement, or any Order Form or SOW, for any reason upon 30 days’ prior written notice to the other party.
    3. Termination for Breach or Insolvency. Either party may terminate this Agreement, or any Order Form or SOW, effective upon written notice to the other party, if the other party materially breaches this Agreement (or the Order Form or SOW) and such breach is incapable of cure, or (if such breach capable of cure) the breaching party does not cure such breach within 30 days of receiving notice of it. Fountain may terminate or suspend this Agreement or any part of it immediately upon written notice to Customer without a cure period if Customer breaches any of the terms of this Agreement relating to Fountain’s Intellectual Property Rights or Fountain’s Confidential Information. Either party may terminate this Agreement, effective immediately upon written notice, if the other party files, or has filed against it, a petition for voluntary or involuntary bankruptcy or pursuant to any other insolvency law, makes or seeks to make a general assignment for the benefit of its creditors, or applies for, or consents to, the appointment of a trustee, receiver, or custodian for a substantial part of its property.
    4. Effect of Termination. Termination of this Agreement will automatically terminate all active Order Forms and SOWs, but termination of a single Order Form or SOW will not result in termination of this Agreement or any other Order Forms or SOWs. Upon the termination of this Agreement, or an Order Form or SOW, all rights and licenses granted by Fountain to Customer under this Agreement or the applicable Order Form or SOW will terminate. Either party’s termination of this Agreement is without prejudice to any other remedies it may have at law or in equity, and does not relieve either party of liability for breaches occurring prior to the effective date of termination. Neither party will be liable to the other for damages arising solely as a result of terminating this Agreement in accordance with its terms.
    5. Post-Termination Obligations. Upon any termination of this Agreement, or any Order Form or SOW, Fountain will make all Customer Data and Applicant Data then held on Customer’s behalf by Fountain pursuant to this Agreement or the applicable Order Form or SOW available to Customer for electronic retrieval for a period of 30 days. After such period, Fountain may, but is not obligated to, delete any such Customer Data or Applicant Data. If Customer terminates this Agreement for material breach or if Fountain terminates this Agreement under Section 9.B (Termination for Convenience), Customer will pay a pro rata amount of the Fees for any terminated Services and Implementation Services up to and including the last day on which the Services or Implementation Services are provided. If this Agreement is terminated for any other reason, Fountain will not refund Customer any Fees paid in advance of such termination, and within 10 days after such termination, Customer will pay Fountain all remaining Fees owed under any terminated Order Forms and SOWs. The following sections of this Agreement will survive any expiration or termination of this Agreement: Sections 1 (Definitions), 3 (Restrictions and Responsibilities), 5 (Ownership), 6 (Data), 7 (Confidentiality), 8 (Fees and Payment), 9.D (Effect of Termination), 9.E (Post-Termination Obligations), 10 (Warranties and Disclaimer), 11 (Indemnification), 12 (Limitations of Liability), 13 (Arbitration), 15 (Compliance with Applicable Law; Export), and 16 (Miscellaneous).

12. Warranty and Disclaimer.

    1. Mutual Warranties. Each party represents and warrants to the other that: (1) this Agreement has been duly executed and delivered and constitutes a binding agreement enforceable against the executing party in accordance with its terms; (2) no authorization or approval from any third party is required in connection with the execution, delivery, or performance of this Agreement by the executing party; and (3) the execution, delivery, and performance of this Agreement by the executing party do not violate the laws of any jurisdiction or the terms of any other agreement to which it is a party or by which it is otherwise bound.
    2. Fountain Warranties. Fountain represents and warrants to Customer that Fountain will perform the Services and the Implementation Services in a good and workmanlike manner in accordance with industry standards.
    3. Customer Warranties. Customer represents and warrants to Fountain that: (1) Customer has the necessary rights to authorize Fountain to use the Customer Data in accordance with this Agreement, and such use by Fountain of Customer Data does not and will not infringe any third-party right, including any Intellectual Property Right; (2) Customer will use the Services and Implementation Services in compliance with the Documentation and Applicable Law; and (3) Customer will retain all its own employment and applicant records in connection with Applicable Law.
    4. Disclaimer. Except for the limited warranties described in this section 10 (warranties and disclaimer), fountain makes no other express or implied warranties with respect to the services, implementation services, documentation, usage data, or otherwise, and specifically disclaims all implied and statutory warranties, including the implied warranties of non-infringement of third-party rights, merchantability, satisfactory quality, accuracy, title, and fitness for a particular purpose, and any warranties arising from course of dealing, usage, or trade practice. the services, implementation services, and documentation are provided “as is." fountain does not warrant that the services, implementation services, or documentation will satisfy customer’s requirements, are without defect or error, or that the operation of the services will be uninterrupted. some jurisdictions do not allow the exclusion or limitation of warranties, so the above limitation or exclusion may not apply to customer.
    5. Fountain Source. If customer uses the functionality of the services that sources job applicants for customer based on customer’s specifications (“fountain source"), customer acknowledges that fountain does not independently verify the representations or stated qualifications of job applicants provided via fountain source. fountain does not represent or warrant that any specific job requirements are necessary or appropriate for any particular job. customer is solely responsible for: (1) verifying that job applicants meet customer’s requirements; (2) conducting its hiring process in accordance with applicable law; (3) performing background checks, interviews, and otherwise vetting job applicants as appropriate; and (4) setting and applying hiring criteria in accordance with applicable law. fountain disclaims any liability relating to the foregoing.
    6. Fountain’s Limited Role as Software Provider. customer acknowledges that fountain’s role is limited to providing a web-based software service for its customers. fountain is not an employment service, an employment agency, or a temporary employment agency. customer is solely responsible for: (1) its selection process; (2) the terms of any employment or services provided by applicants; (3) granting or limiting data access by its employees or agents; and (4) ensuring that customer complies with all applicable law, including those relating to employee classification, employment termination, discrimination, harassment or retaliation, records retention, privacy, unpaid wages, withholdings, overtime pay, failure to provide meal and rest breaks, sick leave, holiday or vacation pay, retirement benefits, worker's compensation benefits, unemployment benefits, or any other employee benefits.

13. Indemnification.

    1. Defense. At Fountain’s option and request, Customer will defend Fountain from any actual or threatened third-party claim, proceeding, or suit arising out of or based on Company’s breach of Section 10 (Warranties and Disclaimer), or in connection with any employment, tort, or contractual claims, or government enforcement actions, relating to Customer’s applicants, employees, or service providers (each, a “Claim"). If Fountain requests Customer to defend it from any Claim, Fountain will: (1) give Customer prompt written notice of the Claim; (2) grant Customer full and complete control over the defense and settlement of the Claim; (3) provide assistance in connection with the defense and settlement of the Claim as Customer may reasonably request; and (4) comply with any settlement or court order made in connection with the Claim. Notwithstanding the previous sentence, Customer will not enter into any settlement that involves an admission of guilt or liability of Fountain without Fountain’s prior written consent. Fountain may participate in the defense of a Claim at its own expense and with counsel of its own choosing.
    2. Indemnification. Customer will indemnify Fountain from and pay: (1) all damages, costs, and attorneys’ fees finally awarded against Fountain in any Claim; (2) all out-of-pocket costs (including attorneys’ fees) reasonably incurred by Fountain in connection with the defense of a Claim (other than attorneys’ fees and costs incurred without Customer’s consent after Customer has accepted defense of the Claim); and (3) all amounts that Customer agrees to pay to any third party to settle any Claim.

14. Limitations of Liability.

    1. EXCLUSION OF DAMAGES. Neither fountain nor its suppliers, officers, affiliates, representatives, contractors, or employees will be liable to customer for any consequential, incidental, special, or exemplary damages arising out of or related to this agreement, including lost profits, loss of business, or loss of data, even if fountain is apprised of the likelihood of such damages occurring.
    2. DAMAGES CAP.Fountain’s total liability of all kinds arising out of or related to this agreement (including warranty claims), regardless of the forum and regardless of whether any action or claim is based on contract, tort, or otherwise, will not exceed the total amount paid by customer to fountain during the six months immediately preceding the claim (determined as of the date of any final judgment in an action).
    3. BASIS OF THE BARGAIN. Each provision of this agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is to allocate the risks of this agreement between the parties. this allocation is reflected in the pricing offered by fountain to customer and is an essential element of the basis of the bargain between the parties. each of these provisions is severable and independent of all other provisions of this agreement. the limitations in this section 12 (limitations of liability) will apply notwithstanding the failure of essential purpose of any limited remedy in this agreement.
    4. Applicability. Some jurisdictions do not allow the exclusion or limitation of damages. This Section 12 (Limitations of Liability) will apply to Customer solely to the extent permitted by Applicable Law.

15. Arbitration.

    Any claim, dispute, or controversy between the parties arising out of or relating to this Agreement which cannot be satisfactorily settled by the parties will be finally and exclusively settled by binding arbitration (“Arbitration") upon the written request of either party. The Arbitration will be administered under the American Arbitration Association’s Commercial Dispute Resolution Procedures in force when the notice of arbitration is submitted (the “Rules"). The Arbitration will be conducted by one arbitrator selected in accordance with the Rules. The seat of the Arbitration will be in San Francisco County, California. The Arbitration will be conducted in English. The Arbitration award will be final and binding upon the parties, and judgment upon such award may be entered in any court having jurisdiction. The Arbitration proceedings and any award will be each party’s Confidential Information. The arbitrator’s award may include compensatory damages against either party but the arbitrator will not be authorized to and will not award punitive damages against either party. Nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (A) seek injunctive relief in a court of law; or (B) to file suit in a court of law to address an intellectual property infringement claim.

16. Publicity.

    Fountain may publicly list Customer as a customer of Fountain and use Customer’s trademark, trade name, and logo for marketing or promotional purposes and in other communication with existing or potential Fountain customers, resellers, or investors.

17. Compliance with Applicable Law; Export.

    Each party will comply with all Applicable Law in connection with exercising its rights or performing its obligations under this Agreement, including applicable export laws. As defined in FAR section 2.101, the Services and Documentation are “commercial items" and according to DFAR section 252.2277014(a)(1) and (5) are deemed to be “commercial computer software" and “commercial computer software documentation." Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by this Agreement and will be prohibited except to the extent expressly permitted by this Agreement.

18. Miscellaneous.

    1. Governing Law. This Agreement is governed by California law without reference to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. Subject to Section 13 (Arbitration), all claims arising under this Agreement will be litigated exclusively in the federal or state courts of San Francisco County, California. The parties submit to the jurisdiction in those courts. In any proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees.
    2. Non-Solicitation. During the Term and for three years thereafter, Customer will not directly or indirectly solicit for employment or otherwise induce, influence, or encourage any employee or contractor of Fountain to terminate their engagement with Fountain. This Section 16.B will apply solely to the extent permitted by Applicable Law.
    3. Injunctive Relief. If either party breaches Sections 5 (Ownership) or 7 (Confidentiality), the other party may suffer irreparable harm, and monetary damages may be inadequate to compensate the non-breaching party. Accordingly, either party may, in addition to any other remedies available, seek injunctive or other equitable relief in response to any such breach.
    4. Further Assurances. Each party will execute and deliver any documents or instruments, and take any further actions that are reasonably required, to provide the other party the full benefits and rights described in this Agreement.
    5. Assignment. Customer may not assign its rights or delegate its performance under this Agreement without Fountain’s prior written consent, and any attempt to do so is void. Fountain may assign its rights or delegate its performance under this Agreement without Customer’s consent. This Agreement is binding upon and inures to the benefit of the parties’ permitted successors and assignees.
    6. Severability. If any provision of this Agreement or portion of a provision is invalid, illegal, or unenforceable, the rest of this Agreement will remain in effect.
    7. No Waiver. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this Agreement.
    8. Entire Agreement. This Agreement (including any Exhibits, Order Forms, and SOWs) constitutes the entire agreement and supersedes any other agreement of the parties relating to its subject matter. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, or supplement the terms of this Agreement.
    9. Amendment. This Agreement may only be amended in a writing signed by both parties and stating that it is amending this Agreement.
    10. Nature of Rights. The licenses granted under this Agreement are rights in “intellectual property" within the scope of Section 101 (or its successors) of the United States Bankruptcy Code (the “Code"). Each party as licensee will have and may fully exercise all rights available to a licensee under the Code, including under Section 365(n) or its successors.
    11. Relationship. The parties are independent contractors of each other. Each party is responsible for instructing and managing its employees and personnel. This Agreement does not create any agency, partnership, or joint venture relationship between the parties.
    12. No Third-Party Beneficiaries. There are no third-party beneficiaries of this Agreement.
    13. Notices. All notices under this Agreement must be in writing, and will be considered given: (1) upon delivery, if delivered personally or by internationally recognized courier service; (2) three business days after being sent, if delivered by U.S. registered or certified mail (return receipt requested); or (3) upon acknowledgement of receipt, if delivered by email. Either party may update its notice address by notice to the other party in accordance with this Section. All notices to Fountain will be sent to:
        OnboardIQ, Inc. dba Fountain
        275 Sacramento St.,3rd Floor
        San Francisco, CA 94111
        Email: legal_notices@fountain.com
    14. Force Majeure. Fountain will not be liable for any delay or failure to perform under this Agreement as a result of any cause or condition beyond Fountain’s reasonable control, so long as Fountain uses reasonable efforts to avoid or remove those causes of delay or non-performance.
    15. Interpretation. If Fountain provides a translation of the English language version of this Agreement, the translation is provided solely for convenience, and the English version will prevail. Any heading, caption, or section title contained in this Agreement is for convenience only, and does not define or explain any provision. Any use of the term “including" or variations thereof should be construed as if followed by the phrase “without limitation."
    16. Counterparts. This Agreement may be executed in counterparts (which may be exchanged by email). Each counterpart should be considered an original, but all counterparts together should constitute the same Agreement.

If you have any questions about this Privacy Policy or the Services, click here.

Fountain streamlines and optimizes the process of connecting Applicants with income opportunities in the gig economy and hourly workforce.

Fountain understands that privacy is important to our users. This Privacy Policy (“Policy”) describes how OnboardIQ, Inc. (“Fountain,” “we,” “our,” or “us”) collects and uses personal information.

This Policy applies to Fountain’s website, mobile application, API, and any other online services offered by Fountain, its affiliates, or subsidiaries (collectively, the “Services”). When we handle information about Applicants, we may collect information on behalf of both Customers (“Customer Records”) and Fountain (“Fountain Records”). For the purposes of the European Economic Area (“EEA”) General Data Protection Regulation (“GDPR”), Customers act as the data controller with respect to Customer Records and we act as a service provider or processor. Customers determine how to engage with Applicants through our Services and thus act as the business that determines the purposes and means of handling Applicant data in relation to Customer Records. In those circumstances, Applicants are ultimately subject to the privacy policies of the Customers with which they interact, and they should read those policies carefully. Fountain is not responsible for the privacy practices of Customers. Please review the relevant Customer’s privacy policy, terms of use, or employment policies to learn more about their information practices, including their use of service providers like Fountain. For the purposes of the GDPR, Fountain acts as the business and not a service provider with respect to information collected from Customers, Fountain Records, and when Applicants build profiles and use related functions of the Services.

In this Policy, we refer to Fountain Users, Applicants, and site visitors as “you” or “your.”

“Applicants” means individuals who utilize Fountain Services to apply for jobs.

“Customers” means Fountain’s customers who use the Fountain Services to recruit and hire workforce members, including employees and contractors.

All capitalized terms that are not defined herein have the definitions given them in our Terms of Service.

PLEASE READ THIS PRIVACY POLICY CAREFULLY TO UNDERSTAND HOW WE HANDLE YOUR INFORMATION. By using our Services, you are expressly and voluntarily accepting the terms and conditions of this Privacy Policy and our Terms of Service.

This Privacy Policy contains the following sections:

1. Information Fountain Collects
2. How Fountain Uses Information it Collects
3. Legal Bases for Use of Information
4. How Fountain May Disclose Your Information
5. Retention of Your Information
6. Your Choices and Rights
7. Additional Information for California Residents
8. Additional Information for Nevada Residents
9. International Users
10. Security
11. Children’s Privacy
12. Links to Other Web Sites and Services
13. Changes to this Policy
14. Privacy Shield
15. How to Contact Us

1. INFORMATION FOUNTAIN COLLECTS

   We collect, store, process and disclose personal information belonging to Applicants who create an account or apply for employment with or are employed by our Customers, site visitors, and Customers.

   You may choose to provide personal information to Fountain in order to create an account, apply for a job, post a position, or otherwise interact with the Services. The personal information you will be asked to provide depends on your interaction with the Services, as explained below.

   No site visitor is required to submit personal information on Fountain Services, and no Applicant is required to start or finish an application for employment. Please do not submit any information through the Fountain Services that you do not want either Fountain or the applicable Customer to see.

   Account and Contact Information. If you create an account, we may collect account information, such as login credentials, contact and business information , and application information related to the posted positions.

   Application Responses. In the event you choose to apply for a particular position, we will display the information fields the Customer has requested be collected from Applicants. Such information could include your name, photo, contact information, Social Security number, driver’s license number, passport number, residence and/or business address, and other information typically found on a job application, such as your job history, education level, age, specialized skill set, and other information requested by the applicable Customer. This may also include documents you need to submit that reflect your identity or other information about you, such as your passport.

   While Applicants are in no way required to supply this information to us, please be advised that the applicable Customer may choose to ignore applications for positions that do not contain the requested information.

   Communications With You. We may send communications to you and receive communications from you. Additionally, we work with one or more third parties to facilitate communications (including text messages) between Customers and Applicants. We receive information about these communications including the date and time of the communication, the parties’ phone numbers, and the content of the communications.

   Log data and metadata. We maintain logs of when and how you complete important steps in the application process or take certain actions using the Services, such as sending a message, completing application steps, or uploading a resume.

   We may collect log file information about your browser or mobile device each time you access the Services, including information such as your Internet Protocol (“IP”) address, browser type, information about your mobile device, including unique device identifier, referring/exit URLs, time you visit the Services, and how you interact with links on the Services, domain names, landing pages, pages viewed, and other such information.

   Information from Third Parties. We may obtain additional information about you from third parties such as Customers, marketers, partners, researchers, social networks, data services companies (e.g., for data enhancement) and others. We may combine information that we collect from you with information about you that we obtain from such third parties and information derived from our Services.

   Cookies, Web Beacons, Analytics, and Similar Mechanisms

   We and our third-party partners may automatically collect certain types of usage information when you visit our website or use our Services. Among other things, these technologies allow us to offer you a more tailored experience in the future, by understanding and remembering your particular browsing and usage preferences.

   Cookies. “Cookies” are small data files stored on your computer or device to collect information about your use of the Services. For instance, when you visit our websites, we may send one or more cookies—a small text file containing a string of alphanumeric characters—to your computer that uniquely identifies your browser. Cookies may enable us to recognize you as the same user who used our Services in the past, and relate your use of the Services to other information we have about you. Cookies may also be used to enhance your experience on the Services (for example, by storing your username) and/or to collect general usage and aggregated statistical information. Most browsers can be set to detect cookies and give you an opportunity to reject them, but refusing cookies may, in some cases, limit your use of our Services or features. To learn more about the use of cookies, including how to manage or delete them, click here. Please note that by blocking, disabling, or managing any or all cookies, you may not have access to certain features or offerings of the Services.

   Web Beacons. Small graphic images (also known as "pixel tags" or "clear GIFs") may be included on our Services or in our emails. Web beacons typically work in conjunction with cookies to help Fountain and Customers understand Fountain Users and their behavior, for example, by counting the number of individuals who visit us online or verifying whether you’ve opened one of our emails or seen one of our web pages. For more information on managing web beacons, click here.

   Use of data collected through these mechanisms. We may use metadata or the data collected through cookies, log files, device identifiers, location data and clear GIF information to: (a) remember information so that you will not have to re-enter it during your visit or the next time you visit the site; (b) provide custom, personalized content and information, including advertising; (c) provide and monitor the effectiveness of our Services; (d) understand how you use the Services (e.g., the pages you view, the links you click, how frequently you access the Services, and other actions you take on the Service); (e) monitor aggregate metrics such as total number of visitors, traffic, usage, and demographic patterns on our website and our Services; (f) diagnose or fix technology problems; and (g) otherwise to plan for and enhance our Services.

   Analytics. We may also collect analytics data, or use third-party analytics tools, to help us measure traffic and usage trends for the Services. These tools collect information sent by your browser or mobile device, including the pages you visit, your use of third-party applications, and other information that assists us in analyzing and improving the Services. These tools may track your inputs of personal information into web forms that form a part of the services.

   Do Not Track. Do Not Track is a privacy preference that users can set in certain web browsers. We are committed to providing you with meaningful choices about the information collected on our website for online advertising and analytics purposes, and that is why we provide the variety of opt-out mechanisms listed above. However, we do not recognize or respond to Do Not Track signals from your browser at this time. Learn more about Do Not Track.

   Collection Across Multiple Devices. Sometimes, we (or our service providers) may use the information we collect—for instance, log-in credentials, IP addresses, hashed email addresses, and unique mobile device identifiers—to locate or try to locate the same unique users across multiple browsers or devices (such as smartphones, tablets, video game devices or consoles, or computers), or work with providers that do this, in order to offer the Services, better tailor content, features, and advertising, and provide you with a seamless experience across the devices you use to access the Services.

   Location information. We may collect different types of information about your location, including general information (e.g., IP address, ZIP code), and, with your permission in accordance with your device settings, precise geolocation information from GPS-based functionality on your devices, and may use that information to customize the Services with location-based information, advertising, and features. For example, if your IP address indicates an origin in downtown San Diego, the Services may recommend positions near or around San Diego. In order to do this, your location information may be shared with our agents, vendors or advertisers.

2. HOW FOUNTAIN USES INFORMATION IT COLLECTS

   We process your personal information for a variety of legitimate business purposes, or with your consent, as outlined below.

   To Provide the Services

   We use information we collect, including personal information, to operate, maintain, analyze and improve, and provide the Services, including to facilitate the posting of positions, the collection of application responses (e.g., to communicate with you regarding your application), and the identification of positions, Customers, or Employers that might be a good fit for Applicants.

   Additionally, Fountain may use information, including personal information to:

   • Manage accounts and create Applicant profiles
   • Display job opportunities and potential candidates
   • Assist with finding and applying to job opportunities
   • Send communications that you have requested on your behalf
   • Keep you updated regarding job opportunities, interview requests, application reminders, and/or jobs you may be interested in
   • Respond to questions, comments, or other requests
   • Provide access to certain features or functionalities of the Services
   • Measure interest in Fountain Services
   • Develop new products or Services or improve existing products and Services, including research and development efforts
   • Ensure internal quality control
   • Conduct background check, employment eligibility screenings, and identity verification checks
   • Comply with legal requirements
   • Prevent potentially prohibited or illegal uses of the Services or enforce our Terms of Service
   • Tailor content, advertisements, and offers
   • Notify you of products, services, or offers that may be of interest to you
   • Notify you of positions that might be of interest to you
   • Upon your request, notify Employers that you might fit their needs
   • Monitor, prevent, and detect fraud and combat spam or other malware or security risks
   • Comply with any applicable procedures, laws, and regulations where it is necessary for our legitimate interests or the legitimate interests of others
   • Establish, exercise, or defend our legal rights where it is necessary for our legitimate interests or the legitimate interests of others (e.g., to enforce compliance with our Terms of Service, Privacy Policy, or to protect our Services, Users, or others)
   • For other purposes disclosed at the time you provide personal information
   • Otherwise with your consent.

   To Communicate With You

   We may use the information we collect to communicate with you, such as to send you email messages or text messages with your consent, or to permit Customers or other Fountain Users to send you such messages, and to follow up with you to offer information about our Services and your account. We may send you advertising or content regarding our products and services, or products and services that we market on behalf of another company. We may also send you Services-related emails or messages (e.g., account verification, transactional communications, change or updates to features of the Services, technical and security notices). If you want to stop receiving promotional materials, you can email support@fountain.com, follow the unsubscribe instructions at the bottom of any email from us, or follow the instructions in our Terms of Service.

   To Prioritize Applicants for our Customers

   If our Customer opts in, Fountain will automatically analyze Applicant data based on the hiring preferences of our Customers in order to prioritize applications for our Customers’ review. Application priority is determined by our Customers’ preferences or hiring patterns, as well as by how complete your profile or application is. They do not constitute an assessment of who the best or proper candidate is for any position; they only organize applications according to the Customers’ instructions.

   Anonymized, De-Identified, and Aggregate Information

   Our use of anonymized, de-identified, or aggregate information is not subject to the restrictions under this Policy.

3. LEGAL BASES FOR USE OF INFORMATION

   If you are located in the European Economic Area (“EEA”), please note that the legal bases under the GDPR for using the information we collect through your use of the Services are as follows:

   • Where use of your information is necessary to perform our obligations under a contract with you (for example, to comply with the Agreements which you accept by using the Services);
   • Where use of your information is necessary for our legitimate interests or the legitimate interests of others (for example, to provide security for our Services; operate our Services; prevent fraud;, analyze use of and improve our Services;, and for similar purposes);
   • Where use of your information is necessary to comply with a legal obligation; and
   • Where we have your consent to process data in a certain way.

4. HOW FOUNTAIN MAY DISCLOSE YOUR INFORMATION

   To Facilitate Your Application

   We may share your personal information:

   • With the Customer and/or Employer who listed the position you’ve applied for if you instruct the Services to submit the information and/or application on your behalf;
   • With a background check or identity verification service such as Checkr, where a Customer has requested background checks or identity verification as part of their employment application criteria;
   • To obtain and verify your electronic signature where appropriate to a particular position application, or where otherwise requested by a Customer in connection with a certain type of position;
   • To enable, effect, and facilitate messaging and conversation between Applicants and Customers;
   • To provide our Customers with the opportunity to leverage a learning management system to onboard an Applicant .
   • With an Applicant’s consent or at an Applicant or Customer’s direction.

   With Third-Party Service Providers

   Fountain uses third-party service providers to operate our Services (including, but not limited to, fulfilling Fountain User requests, hosting, analytics, maintenance, security, customer service, marketing, sweepstakes, survey, promotional and email services, and customer and technical support), and those third-party service providers may have access to personal information. Where required by applicable law, Fountain has executed appropriate contracts with the service providers that prohibit them from using or sharing personal information except as necessary to perform the contracted services on our behalf or to comply with applicable legal requirements.

   With the Public

   To the extent that we provide forums, blogs, or bulletins that allow you to post user-generated content, such content may become available to the public and to other members of the Services. If you remove information that you posted to the Services, copies may remain viewable in cached and archived pages of the Services, or if other Fountain Users have copied or saved that information.

   Other

   Additionally, we may share information about you in these instances:

   • In connection with or in contemplation of a company transaction, such as a merger, sale of company assets or shares, reorganization, financing, change of control or acquisition of all or a portion of our business by another company or third party or in the event of a bankruptcy or related or similar proceedings; and
   • As required by law or subpoena or if we reasonably believe that such action is necessary to (a) comply with the law and the reasonable requests of law enforcement, including, but not limited to, court orders, judicial or other official government requests, subpoenas, or warrants; (b) to enforce this Policy or our Terms of Service or to protect the security or integrity of our Services; and/or (c) to exercise or protect the rights, property, or personal safety of Fountain, Fountain Users, or others.

   Anonymized/De-Identified Information

   We may also aggregate or otherwise strip data of all personally identifying characteristics. Our disclosure of anonymized, de-identified, or aggregate information is not subject to any restrictions under this Policy, and we may disclose it to others without limitation for any purpose.

5. RETENTION OF YOUR INFORMATION

   Fountain retains the personal information it receives as described in this Policy for as long as you use the Services or as necessary to fulfill the purpose for which it was collected, provide our products and Services, resolve disputes, establish legal defenses, conduct audits, pursue legitimate business purposes, enforce our agreements, and comply with applicable laws.

6. YOUR CHOICES AND RIGHTS

   You may have certain rights with respect to your information as further described in this Section, in addition to any rights discussed elsewhere in this Privacy Policy. Please note your rights and choices vary depending upon your location.

   How to Control Your Communications Preferences

   You can stop receiving promotional email communications from us by clicking on the “unsubscribe” link provided in such communications or by contacting us as described below. We make every effort to promptly process all unsubscribe requests.

   Note that you will continue to receive Service-related communications (e.g., account verification, transactional communications, changes/updates to features of the Services, technical and security notices). Removing your name from the email list may take a reasonable amount of time.

   Also note that others, such as Employers or potential Employers, may contact you through or outside of Fountain’s Services and Fountain may not be able to control your preferences for those types of communications. Contact the Employer or potential Employer directly to learn more about how to opt out of communications from them.

   Account information

   We encourage you to periodically review and update your settings and profile information to reflect your job and communication preferences. You can likely access these settings by logging in. If you would like us to close your account, you can reach out to us as described below and we will do so.

Privacy Rights for California Residents.

If you are a California resident, California law requires us to provide you with some additional information regarding your rights with respect to your “personal information” (as defined in the California Consumer Privacy Act (“CCPA”)).

If you are a California resident, the CCPA allows you to make certain requests about your personal information. Specifically, the CCPA allows you to request us to:

1. Inform you about the categories of personal information we collect or disclose about you; the categories of sources of such information; the business or commercial purpose for collecting your personal information; and the categories of third parties with whom we share/disclose personal information.
2. Provide access to and/or a copy of certain personal information we hold about you.
3. Delete certain personal information we have about you.
4. Provide you with information about the financial incentives that we offer to you, if any.

The CCPA further provides you with the right to not be discriminated against (as provided for in applicable law) for exercising your rights.

Please note that certain information may be exempt from such requests under California law. For example, we need certain information in order to provide the Services to you. We also will take reasonable steps to verify your identity before responding to a request, which may include, at a minimum, depending on the sensitivity of the information you are requesting and the type of request you are making, verifying your name, email address, phone number, or other information. You are also permitted to designate an authorized agent to submit certain requests on your behalf. In order for an authorized agent to be verified, you must provide the authorized agent with signed, written permission to make such requests or a power of attorney. We may also follow up with you to verify your identity before processing the authorized agent’s request. In some circumstances, if you ask us to delete your information, you may no longer be able to access or use our Services. If you would like further information regarding your legal rights under California law or would like to exercise any of them, please click here.

California residents may opt out of the “sale” of their personal information. Although, we do not believe we engage in the sale of personal information (and have not in the past twelve months) as we currently understand such terms to be defined under applicable law and relevant regulatory guidance, we do share information as described in this Policy, including with your consent and with certain analytics and advertising partners who perform certain services like analyzing our Services and showing you ads for Fountain. You can choose to limit the information shared with our analytics and advertising partners by following the steps described in the “Cookies, Web Beacons, Analytics, and Similar Mechanisms” portion of Section 1 of this Policy.

With regard to Customer Records, Applicants should direct requests to exercise applicable rights to the Customer on whose behalf we handle the data. If we receive a request from an Applicant directly in relation to Customer Records, we will refer that request to the appropriate Customer(s) and await each Employer’s instructions on how to handle it.

California “Shine the Light” Disclosure

The California “Shine the Light” law gives residents of California the right under certain circumstances to opt out of the sharing of certain categories of personal information (as defined in the Shine the Light law) with third parties for their direct marketing purposes. We do not share your personal information with third parties for their own direct marketing purposes.

8. ADDITIONAL INFORMATION FOR NEVADA RESIDENTS

Under Nevada law, certain Nevada residents may opt out of the “sale” of “covered information” (as such term is defined under Nevada law) for monetary consideration to a person for that person to license or sell such information to additional persons. “Covered information” includes first and last name, address, email address, phone number, Social Security Number, or an identifier that allows a specific person to be contacted either physically or online.

We do not engage in such activity; however, if you are a Nevada resident who has purchased or leased goods or services from us, you may submit a request to opt out of the sale of your covered information under Nevada law by clicking here. Please note we will take reasonable steps to verify your identity and the authenticity of the request.

9. INTERNATIONAL USERS

   Personal Data Transfers Outside of the EEA

   Your personal information collected through the Services may be stored and processed in the United States and in any other country in which Fountain or its subsidiaries, affiliates or service providers maintain facilities.

   If you are located in the EEA or other regions with laws governing data collection and use that may differ from U.S. law, please note that we will transfer information, including personal information, to a country and jurisdiction that does not have the same data protection laws as your jurisdiction, and you consent to the transfer of information to the U.S. or any other country in which Fountain or its parent, subsidiaries, affiliates or service providers maintain facilities and the use and disclosure of information about you as described in this Privacy Policy.

   As required by applicable law, Fountain will provide an adequate level of protection for your personal data using various means, including, where appropriate:

   1. relying on a formal decision by the European Commission that a certain country ensures an adequate level of protection for personal data (a full list of such decisions may be accessed online here: http://ec.europa.eu/justice/data-protection/international-transfers/adequacy/index_en.htm);
   2. entering into appropriate data transfer agreements based on language approved by the European Commission, such as the Standard Contractual Clauses (2010/87/EC and/or 2004/915/EC), which are available upon request at security@fountain.com;
   3. implementing appropriate physical, technical and organizational security measures to protect personal information against accidental or unlawful destruction, accidental loss or alteration, unauthorized disclosure or access, and against all other unlawful forms of processing; and
   4. taking other measures to provide an adequate level of data protection in accordance with applicable law.

   Any onward transfer is subject to appropriate onward transfer requirements as required by applicable law.

   By choosing to visit our website and use our Services, you agree that any dispute over privacy or the terms contained in this Privacy Policy will be governed by the laws of the State of California, and the adjudication of any disputes arising in connection with Fountain or its Services will be in accordance with this Policy and Fountain’s Terms of Service.

   Rights of Access, Portability, Rectification, Erasure, and Restriction

   You may have the right to inquire as to whether Fountain is processing personal information about you, request access to that personal information, request your information in a portable format, restrict processing, and ask that we correct, amend, or delete your personal information where it is inaccurate. You can exercise such rights by accessing the information in your account, submitting a request by emailing GDPRrequests@fountain.com.

   Accessing and Modifying Your Personal Information. You may view and modify your personal information through your account settings.

   If at any time you believe that an item of personal information about you is inaccurate and it cannot be updated through account settings, please contact us as described above as soon as possible with a description of the inaccuracy and the desired correction. We are committed to helping to maintain the accuracy and integrity of personal information we hold about you and endeavor to respond to rectification requests in a reasonable timeframe.

   Note that we may not be able to modify your information in all circumstances. For example, information we collect in the course of providing the Services is shared with a Customer and we do not control that information once it has been shared with the Customer.

   Erasing Your Personal Information. If you wish to erase the personal information Fountain holds about you, please contact us as described above.

   Note that in some cases we may not be able to erase your personal information, in which case we will let you know if we are unable to do so and why.

   Restriction and Portability Requests. If you wish to restrict Fountain’s processing of your data or wish to request information Fountain holds about you, please contact us as described above.

   If you have any questions about reviewing, modifying or deleting your account information, contact us as described above. If you have provided consent for cookies that are not strictly necessary, direct marketing emails or other data processing based on your consent, you have the right to withdraw your consent at any time, without affecting the lawfulness of processing based on consent before its withdrawal. You have the right to lodge a complaint with a supervisory authority.

10. SECURITY

    Fountain cares about the security of your information, and takes measures to preserve the integrity and security of all information collected through the Services. However, no security system, means of electronic or physical storage, or method of transmission over the internet is absolutely secure and we cannot guarantee the security of our systems. By using our Services, you acknowledge and accept that we cannot guarantee the security of your information and that use of our Services is at your own risk.

    When you sign up for an account, you may be required to establish a username and password. If you create an account with us, you are responsible for maintaining the confidentiality of your account password and for any activity that occurs under your account. We are not responsible for any loss or damage arising from your failure to maintain the confidentiality of your password.

11. CHILDREN’S PRIVACY

    Fountain does not knowingly collect or solicit any information from anyone under the age of 13 (and in some jurisdictions, 16) or knowingly allow such persons to register as Fountain Users. In the event that we learn that we have collected personal information from a child under age 13 (and in some jurisdictions, 16), we will delete that information as quickly as possible. If you believe that we might have any information from a child, please contact us as described below.

12. LINKS TO OTHER WEB SITES AND SERVICES

    Our Services may integrate with or contain links to other third-party sites and services. Our provision of such links does not signify our endorsement of such other websites, services, locations, or contents. If you choose to use these third-party services or features, you may disclose your information not just to those third parties but also to their users and the public more generally, depending on how their services function. We are not responsible for the practices employed by third-party websites or services embedded in, linked to, linked from, or connected with the Services and your interactions with any third-party website or service are subject to that third party’s own rules and policies. The collection, use, and disclosure of your information will be subject to the privacy policies of the third-party services, and not this Policy. We urge you to read the privacy and security policies of these third parties.

13. CHANGES TO THIS POLICY

    Fountain may modify or update this Privacy Policy from time to time to reflect the changes in our business and practices, and so you should review this page periodically. When we change the Policy we will update the ‘last updated’ date at the top of this page. If we make a material change to this Policy, we will provide you with notice in accordance with legal requirements. By continuing to use the Services, you are confirming that you have read and understood the latest version of this Policy.

14. PRIVACY SHIELD

    Fountain participates and has certified compliance and will comply with both EU-U.S. and Swiss-US Privacy Shield Framework as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of personal information transferred from the European Union and Switzerland to the United States. We ensure that the Privacy Shield Principles apply to all information about you that is subject to this Policy and is received from the European Union, the European Economic Area, and Switzerland.

    Fountain has certified to the Department of Commerce that it adheres to the Privacy Shield Principles. If there is any conflict between the terms in this Policy and the Privacy Shield Principles, the Privacy Shield Principles shall govern. To learn more about the Privacy Shield program, and to view our certification, please visit U.S. Department of Commerce's Privacy Shield List.

    Under the EU-U.S. and Swiss-U.S. Privacy Shield Frameworks, we are responsible for the processing of information about you we receive from the EU and Switzerland and onward transfers to a third party acting as an agent on our behalf. We comply with the Privacy Shield Principles for such onward transfers and remain liable in accordance with the Privacy Shield Principles if third-party agents that we engage to process such information about you on our behalf do so in a manner inconsistent with the Privacy Shield Principles, unless we prove that we are not responsible for the event giving rise to the damage.

    Fountain may disclose data in response to lawful requests by public authorities, and to meet national security or law enforcement requirements.

    In compliance with the EU-US and Swiss-US Privacy Shield Principles, Fountain commits to resolve complaints about your privacy and our collection or use of your personal information. European Union or Swiss individuals with inquiries or complaints regarding this Privacy Statement should first contact Fountain’s DPO or at: security@fountain.com or by mail Attn: DPO, Fountain, Inc., 275 Sacramento St, 3rd Floor, San Francisco, CA, 94111

    You may seek independent dispute resolution from the appropriate body designated to address complaints and provide appropriate recourse free of charge to you. For individuals protected under the EU-U.S. Privacy Shield, contact the European data protection bodies listed here. For individuals protected under the Swiss-U.S. Privacy Shield, you may contact the Swiss Federal Data Protection and Information Commissioner, here. We are subject to the investigatory and enforcement powers of the US Federal Trade Commission (FTC).

    Under certain conditions, if you are not satisfied with the above recourse mechanism, you may be able to invoke binding arbitration.

15. HOW TO CONTACT US

    If you have any questions about this Privacy Policy or the Services, click here.

    Fountain, Inc.

    275 Sacramento St, 3rd Floor

    San Francisco, CA 94111

    (415) 854-7333

    For GDPR-related issues

    Ken Baylor

    Data Protection Officer

    2 Ashton Place

    Gardiner's Hill

    Cork, Ireland

    privacy@fountain.com

    (650) 399-9979

Data encryption

Fountain forces HTTPS for all services using TLS (SSL). We also utilize HSTS to ensure that browsers only connect via secure HTTPS connections. Fountain uses AES-256 for encrypting documents at rest.

Fountain also regularly uses third-party security vendors to perform audits of our platform to ensure that we are using the best practices to keep all data secure.

Fountain Responsible Disclosure Policy

Data security is a top priority for Fountain, and Fountain believes that working with skilled security researchers can identify weaknesses in any technology.

If you believe you've found a security vulnerability in Fountain’s service, please notify us; we will work with you to resolve the issue promptly.

Disclosure policy

• Let us know as soon as possible when you’ve discovered a potential vulnerability by emailing us at security@fountain.com. We vow to acknowledge your email within 24 hours. If you prefer to encrypt your communications, you can use our PGP key.
• Provide us a reasonable amount of time to resolve the issue before disclosing it to the public or a third party. We aim to resolve critical issues within one week of disclosure.
• Make a good faith effort to avoid violating privacy, destroying data, or interrupting or degrading the Fountain service. Please only interact with domains you own or for which you have explicit permission from the account holder.

Exclusions

While researching, we’d like you to refrain from:

• Testing https://www.fountain.com, as this is just our marketing site
• Denial of service
• Spamming
• Social engineering or phishing of Fountain employees or contractors
• Any attacks against Fountain’s physical property or data centers

Thank you for helping to keep Fountain and our users safe!

Changes to these guidelines

We may revise these guidelines from time to time. The most current version of the guidelines will be available at https://www.fountain.com/security.

Recognition

We would like to thank these individuals for their contributions.

Contact

Fountain is always open to feedback, questions, and suggestions. If you would like to talk to us, please feel free to email us at security@fountain.com.