End-user License
InternPro, Inc. ("InternPro" or "we") operates a website-based platform allowing businesses seeking to obtain interns ("Interns") to locate and book third-party Universities ("Universities") that provide such services ("Services"). These Terms of Service ("Terms") apply to your access to and use of the InternPro website and any other online products or services provided by InternPro (collectively, the "Services"). You may be using the Services in the capacity of a User or a Intern, and the terms applicable to Interns or Universities will apply to you in your capacity as a User or Intern.
PLEASE READ THESE TERMS CAREFULLY, INCLUDING THE MANDATORY ARBITRATION PROVISION IN SECTION 21, WHICH REQUIRES THAT DISPUTES BE RESOLVED BY FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS, NOT A CLASS-WIDE OR CONSOLIDATED BASIS. IF YOU DO NOT WISH TO BE SUBJECT TO ARBITRATION, YOU MAY OPT OUT OF THE ARBITRATION PROVISION BY FOLLOWING THE INSTRUCTIONS PROVIDED IN SECTION 21. BY ACCESSING OR USING OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, DO NOT USE OUR SERVICES.
We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.
If you have any questions about these Terms or our Services, please contact us at [email protected]
1. The Services
The Services are a neutral platform that enables communication and transactions between Interns seeking to learning opportunity, and Users seeking interns.
While we may help facilitate the resolution of disputes between you and Interns or Universities, as applicable (see Section 8), we have no control over and do not guarantee (a) the existence, quality, safety, suitability, or legality of any Services, (b) the truth or accuracy of any Service descriptions, ratings, reviews, or Content (as defined below), or (c) the performance or conduct of any Intern, University or User. InternPro does not endorse, or make any representations or warranties with respect to, any Intern, University, or User. Any description of any Intern, University, or User is not an endorsement, certification or guarantee by InternPro about any such Intern, University, or User, including, without limitation, of the Intern, University, or User identity or background or whether the Intern, University, or User is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to use the Services, communicate and interact with other Interns, Users or Universities, whether online or in person. Any Content posted to the Services is not an endorsement by InternPro of any Intern, University, or User.
2. Privacy
For information about how we collect, use, share or otherwise process information about you, please see our Privacy Policy at InterPro.ai/privacy.
3. Eligibility
You must be at least 18 years of age (or the age of legal majority where you live) to use our Services. If you use our Services on behalf of another person or entity, (a) all references to "you" throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person's or entity's behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.
4. Accounts and Account Security
You need to register for an account to access our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. You are responsible for all activities that occur in connection with your account. If we terminate or suspend your account in accordance with Section 23 of these Terms, you may not create additional accounts.
5. Mobile Services
By using the Services, you consent to receive information from us via SMS and/or MMS messages sent through an automated telephone dialing system ("Text Service"), even if you have opted in to the National Do Not Call List, any state Do not Call List, or the internal Do Not Call List of any company. You may be required to respond to an initial message as instructed to complete your registration and confirm enrollment in the Text Service. The enrollment process will disclose the program, frequency of messages, and options to cancel your enrollment. You do not have to participate in the Text Service in order to use the Services. In the event you no longer want to participate in the Text Service, you agree to notify us directly. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Company account information to ensure that your messages are not sent to the person that acquires your old number. There is no additional charge for the Text Service, but your mobile carrier's standard message and data rates apply to any messages you send or receive through the Text Service, including confirmations and subsequent texts. Your carrier may prohibit or restrict certain mobile features and certain mobile features may be incompatible with your carrier or mobile device. We are not liable for any delays in the receipt of, or any failures to receive, any SMS or MMS messages, as delivery is subject to effective transmission by your mobile carrier and compatibility of your mobile device. Please contact your mobile carrier if you have any questions regarding these issues or your mobile data and messaging plan. As described in the Text Service enrollment and welcome messages, including messages sent to a shortcode associated with the Text Service or by reply to any message you receive from us, you may text "STOP" to cancel or "HELP" for customer support information. If you choose to cancel your Text Service, you agree to receive a final text message from the Text Service confirming your cancellation.
6. Modifications, Cancellations, and Disputes
Universities, Users and Interns are responsible for any modifications that they make via the Services or direct InternPro to make ("Modifications"). In certain circumstances, InternPro may decide, in its sole discretion, that it is necessary to cancel a pending or confirmed interview. This may, but does not have to, occur where (i) InternPro believes in good faith that it is necessary to avoid significant harm to InternPro, Interns, Universities, other third parties or property, or (ii) for any of the reasons set out in these Terms or our cancellation policy. You are solely responsible for your interactions with Interns, Users or Universities, as applicable, and InternPro is not a party to any disputes that may arise between you and the Users, Interns or Universites, nor does InternPro have any obligation to mediate or facilitate any resolution. However, InternPro reserves the right to monitor and mediate disputes if it believes, in its sole discretion, that it is necessary or desirable to do so. If InternPro chooses to exercise this right, then you agree to cooperate with and assist InternPro in good faith, and to provide InternPro with such information and take such actions as may be reasonably requested by InternPro, in connection with any disputes or other complaints or claims made by a User, University or Intern relating to provision or receipt of the Services. You will, upon InternPro's reasonable request and at no cost to you, participate in mediation or a similar resolution process with another User, University or Intern, which process will be conducted by InternPro or a third party selected by InternPro or its insurer, with respect to losses for which a User, University or Intern is requesting payment from InternPro. You are entitled to terminate your participation in the mediation or similar resolution process at any time. Your right to take legal action before a court of law remains unaffected.
7. Content
Our Services may allow you to create, post, store and share content, including messages, text, photos, and other materials (collectively, "Content"). Except for the license you grant below, you retain all rights in and to your Content, as between you and InternPro. You grant InternPro a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully paid, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and display your Content and any name, username or likeness provided in connection with your Content in all media formats and channels now known or later developed without compensation to you. When you post or otherwise share Content on or through our Services, you understand that your Content and any associated information (such as your username or profile photo) may be visible to others. If your name, voice, image, persona, likeness, or performance is included in any of Content, you hereby waive and release InternPro and Interns and Universities from any claim or cause of action, whether known or unknown, for defamation, copyright infringement, invasion of the rights of privacy, publicity, or personality, or any similar claim arising out of the use of Content in accordance with the license in these Terms. You may not create, post, store or share any Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. You represent and warrant that your Content, and our use of such Content as permitted by these Terms, does not and will not violate any rights of or cause injury to any person or entity. Although we have no obligation to screen, edit or monitor Content, we may delete or remove Content at any time and for any reason with or without notice.
8. Logo Use
Interns authorizes InternPro to use its name, company name, logo and/or trademark without notice to or consent, in connection with certain promotional materials that InternPro may disseminate to the public. The promotional materials may include, but are not limited to, brochures, video tape, internet website, press releases, advertising in newspaper and/or other periodicals, and any other materials relating the fact that InternPro has a service partnership with User and such materials may be developed, disseminated and used without Interns' review. Nothing herein obligates InternPro to use a user's name, company name, logo and/or trademark, in any promotional materials of InternPro. Interns shall not, and shall not permit any of its respective colleagues to, issue any press release or other public disclosure using the name, logo or otherwise referring to InternPro, Inc. or of any of their affiliates or any transaction contemplated herein or therein without at least two (2) Business Days prior written notice to and the prior written consent of InternPro.
9. Prohibited Conduct and Content
You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. You will not:
Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
Use or attempt to use another User, University or Intern's account without authorization from that User, University or Intern and InternPro;
Engage in tactics to bypass the Services or other InternPro systems to avoid complying with any of our applicable policies, including these Terms, paying any applicable fees, or complying with other contractual obligations;
Impersonate or post on behalf or any person or entity or otherwise misrepresent your affiliation with a person or entity;
Sell, resell or commercially use our Services;
Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;
Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;
Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other Interns, Users or Universities from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;
Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;
Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Services that you are not authorized to access;
Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services;
Develop or use any applications that interact with our Services without our prior written consent;
Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
Bypass or ignore instructions contained in our robots.txt file; or
Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.
You may also post or otherwise share only Content that is nonconfidential and that you have all necessary rights to disclose. You may not create, post, store or share any Content that:
Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or fraudulent;
Would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;
May infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
Contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;
Impersonates, or misrepresents your affiliation with, any person or entity;
Contains any unsolicited promotions, political campaigning, advertising or solicitations;
Contains any private or personal information of a third party without such third party's consent;
Contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or
In our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying our Services, or may expose InternPro or others to any harm or liability of any type.
Enforcement of this Section is solely at InternPro's discretion, and failure to enforce this Section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.
10. Ownership; Limited License
The Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by InternPro or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.
11. Trademarks
The InternPro name and our logos, our product or service names, our slogans and the look and feel of the Services are trademarks of InternPro and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
12. Feedback
You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about InternPro or our Services (collectively, "Feedback"). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in InternPro's sole discretion. You understand that InternPro may treat Feedback as nonconfidential.
13. Repeat Infringer Policy; Copyright Complaints
In accordance with the Digital Millennium Copyright Act and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, the accounts of Users, Interns or Universities who repeatedly infringe the intellectual property rights of others. If you believe that anything on our Services infringes any copyright that you own or control, you may notify InternPro's designated agent as follows: E-Mail Address: [email protected] Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable to InternPro for certain costs and damages.
14. Third-Party Content
We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Services (collectively, "Third-Party Content"). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. InternPro does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.
15. Indemnification
To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless InternPro and our officers, directors, agents, partners and employees (individually and collectively, the "InternPro Parties") from and against any losses, liabilities, claims, demands, damages, expenses or costs ("Claims") arising out of or related to (a) your access to or use of the Services and/or Services; (b) your Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to cooperate with the InternPro Parties in defending such Claims.
16. Disclaimers
Your use of our Services and the Services is at your sole risk. Except as otherwise provided in a writing by us, our Services and any content therein, and any Services, are provided "as is" and "as available" without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, InternPro does not represent or warrant that our Services are accurate, complete, reliable, current or error-free. While InternPro attempts to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services and the Services.
17. Limitation of Liability
To the fullest extent permitted by applicable law, InternPro and the other InternPro Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if InternPro or the other InternPro Parties have been advised of the possibility of such damages. The total liability of InternPro and the other InternPro Parties for any claim arising out of or relating to these Terms, our Services, or the Services, regardless of the form of the action, is limited to the amount paid by you to use our Services. The limitations set forth in this Section will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of InternPro or the other InternPro Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
18. Release
To the fullest extent permitted by applicable law, you release InternPro and the other InternPro Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to (a) disputes between you and a User or Interns or you and a Intern or Universities, (b) the acts or omissions of Universities and/or third parties, and/or (c) the provision of the Services. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."
19. Transfer and Processing Data
In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.
20. Governing Law and Venue
Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of the State of Delaware, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of the State of Delaware and the United States, respectively, sitting in Kent County, Delaware.
21. Dispute Resolution; Binding Arbitration
Please read the following section carefully because it requires you to arbitrate certain disputes and claims with InternPro and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial. No Representative Actions. You and InternPro agree that any dispute arising out of or related to these Terms or our Services is personal to you and InternPro and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding. Arbitration of Disputes. Except for small claims disputes in which you or InternPro seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or InternPro seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and InternPro waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against InternPro or relating in any way to the Services, you agree to first contact InternPro and attempt to resolve the claim informally by sending a written notice of your claim ("Notice") to InternPro by email at [email protected] or by certified mail addressed to InternPro, Inc., 8 The Green #8263; Dover, DE 19901. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and InternPro cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in Kent County, Delaware in accordance with the JAMS Streamlined Arbitration Rules and Procedures ("JAMS Rules"). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason. You and InternPro agree that these Terms affect interstate commerce and that the enforceability of this Section will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual's claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. The arbitrator, InternPro, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision. You and InternPro agree that for any arbitration you initiate, you will pay the filing fee and InternPro will pay the remaining JAMS fees and costs. For any arbitration initiated by InternPro, InternPro will pay all JAMS fees and costs. You and InternPro agree that the state or federal courts of the State of Delaware and the United States sitting in Kent County, Delaware have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and InternPro will not have the right to assert the claim. You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section by sending an email to [email protected]. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 22. If any portion of this Section is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section will be enforceable.
22. Modifying and Terminating our Services
We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services to you (including, without limitation, by suspending or terminating your account) at any time on reasonable notice to you. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.
23. Severability
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
24. Text Messaging By accepting these terms you agree to receive recurring messages from InternPro; You can reply STOP to opt out or HELP for help; Message frequency varies; Message and data rates may apply; Carriers are not liable for delayed or undelivered messages. InternPro is a software-as-a-service organization that alerts our Professionals of job opportunities, connects our Professionals with their clients and a Customer Success representative in a group text, and inquires about job details, availability, and updates.
25. Service Learning Agreement Users agree to have read the Service Learning Agreement located at: InternPro.ai/agreement and agrees to be an involved User and abide by the program's expectations. I understand that failure to follow the expectations and provide an educational experience may result in the termination of your InternPro account and access to your interns.
26. Miscellaneous
These Terms constitute the entire agreement between you and InternPro relating to your access to and use of our Services. Notwithstanding any other provisions of these Terms, any terms or conditions that by their nature should survive any expiration or termination will survive, including the terms and conditions relating to proprietary rights and confidentiality, restrictions, disclaimers, indemnification, limitations of liability, termination and this miscellaneous provision. The failure of InternPro to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically. These Terms may not be transferred, assigned or delegated by you, by operation of law or otherwise, without our prior written consent, and any attempted transfer, assignment or delegation without such consent will be void and without effect. We may freely transfer, assign or delegate these Terms or the Services, in whole or in part, without your prior written consent. Under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.