Whoto

Whoto Terms of Service

Last Updated Date: May 1, 2011

Corporate Catapult, Inc., d/b/a WhoTo (“WhoTo” or “We”) is a service that helps you advance your career by coaching you on strategic relationship building, showing you articles that helps build your credibility and connecting you with influential people in an organization (the “Services”) through our website, accessible at www.WhoTo.com (the “Site”). Please read carefully the following terms and conditions (“Terms”) and our Privacy Policy, which may be found at and which is incorporated herein by reference. These Terms govern your access to and use of the Site and the Services and, except as otherwise provided in these Terms, all data (investment or otherwise), text, graphics, images, software, audio, video, information or other materials available through the Site and Services (“Content”), and constitute a binding legal agreement between you and WhoTo.

Certain areas of the Site (and your access to or use of certain Services or Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Services or Content, the latter terms and conditions shall take precedence with respect to your use of or access to that area of the Site, Services or Content.

YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR THE SERVICES OR BY DOWNLOADING ANY CONTENT FROM OR ON THE SITE OR THROUGH THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SITE. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, SERVICES OR CONTENT. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

Modification

WhoTo reserves the right, at its sole discretion, to modify, discontinue or terminate the Site or Services or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modification on the Site or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of the home page of the Site. By continuing to access or use the Site or the Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and the Services.

The Site and Services are intended solely for persons who are 18 or older. Any access to or use of the Site or Services by anyone under 18 is expressly prohibited. By accessing or using the Site or Services, you represent and warrant that you are 18 or older.

WhoTo Account Registration

In order to access certain features of the Site and Services, you must register to create an account (“WhoTo Account”) and become a “Registered User”. You can register to become a Registered User via the Services or by logging into your account with certain third party social networking sites (“SNS”) (including, but not limited to, Facebook) via our Services. If you decide to register by logging into an SNS via our Services, we will obtain the personal information you have provided to the SNS (such as your “real” name, profile picture, email address and other information you make publicly available via the applicable SNS) from the account you have with such SNS and use that information to create your WhoTo Account; the information we obtain may depend on the privacy settings you have with the SNS. You hereby consent to our access to and collection of such personal information about you.

We will create your WhoTo Account for your use of the Services based upon the personal information that you provide to us, or that we obtain via an SNS which you log into via our Services. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. WhoTo reserves the right to suspend or terminate your WhoTo Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your WhoTo Account, whether or not you have authorized such activities or actions. You will immediately notify WhoTo of any unauthorized use of your WhoTo Account.

Social Media and Networking Sites

As a Registered User, you have the option of granting WhoTo access to your accounts with certain SNSs so that WhoTo can capture and make available through the Services content that you have stored in your account(s) with such SNSs, such as your contacts in LinkedIn (“SNS Content”). By granting WhoTo access to any such SNS Content, you understand that WhoTo will access, make available and store (if applicable) such SNS Content so that it is available through the Services. WhoTo is not responsible for any SNS Content stored on an SNS that you choose to make available through the Services. Please note that if an SNS account becomes unavailable or an SNS terminates WhoTo’s access to your SNS account(s), any SNS Content from that SNS will no longer be available through the Services. You have the ability to disable the connection between the Services and your SNS accounts, at any time, by accessing the “Settings” section of the SNS. PLEASE NOTE THAT YOUR RELATIONSHIP WITH EACH SNS, INCLUDING YOUR RIGHTS WITH RESPECT TO ANY CONTENT THAT YOU PROVIDE TO AN SNS AND THE STORAGE OF SUCH CONTENT, IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH SNS.

Fees

The Service is currently made available to Registered Users without charge. However, WhoTo reserves the right to charge for your use of the Services at any time.

Privacy

See WhoTo’s Privacy Policy for information and notices concerning WhoTo’s collection and use of your personal information.

Ownership

The Site, Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. WhoTo and its licensors exclusively own all right, title and interest in and to the Site, Services and Content, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services or Content.

License to you of the Content; License from you of your User Content to other users

Subject to your compliance with the terms and conditions of these Terms, WhoTo grants you – and for your User Content (as defined in the next section), you hereby grant to WhoTo’s other users– a limited, non-exclusive, non-transferable license, without the right to sublicense, to access, view, download and print any Content solely for your – and the other users’ – personal and non-commercial purposes. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Services or Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by WhoTo or its licensors, except for the licenses and rights expressly granted in these Terms.

User Content Defined; License of your User Content to WhoTo

Members may post, upload, submit or transmit text, graphics, images, information or other materials to be made available through the Services (“User Content”). User Content is a subset of the Content. By making available any User Content through the Services, you hereby grant to WhoTo a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such User Content (including SNS Content if applicable) only on, through or by means of the Services. WhoTo does not claim any ownership rights in any such User Content or SNS Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content or SNS Content.

You acknowledge and agree that you are solely responsible for all User Content and SNS Content that you make available through the Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content and SNS Content that you make available through the Services or you have all rights, licenses, consents and releases that are necessary to grant to WhoTo the rights in such User Content and SNS Content, as contemplated under these Terms; and (ii) neither the User Content nor SNS Content nor your posting, uploading, publication, submission or transmittal of the User Content or SNS Content or WhoTo’s use of the User Content (or any portion thereof) on, through or by means of the Site and the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. YOU ASSUME THE ENTIRE RISK OF LOSS FOR ANY USER CONTENT AND SNS CONTENT THAT YOU MAKE AVAILABLE THROUGH THE SERVICES.

Monitoring User Content

Whoto has no obligation to monitor or control the User Content that you or other users may upload, post or otherwise transmit using the Service. You acknowledge that you are solely responsible for all User Content and material you upload, post or otherwise transmit using the Services.

Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site and Services (“Feedback”). You may submit Feedback by filling out the Feedback form in the application. You acknowledge and agree that all Feedback will be the sole and exclusive property of WhoTo and you hereby irrevocably assign to WhoTo and agree to irrevocably assign to WhoTo all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein.

General Prohibitions

You agree not to do any of the following:

WhoTo will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. WhoTo may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that WhoTo has no obligation to monitor your access to or use of the Site, Services or Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. WhoTo reserves the right, at any time and without prior notice, to remove or disable access to any Content, that WhoTo, at its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Site or Services.

Links

The Site may contain links to third-party websites or resources. You acknowledge and agree that WhoTo is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by WhoTo of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

Termination and WhoTo Account Cancellation

If you breach any of these Terms, WhoTo will have the right to suspend or disable your WhoTo Account or terminate these Terms, at its sole discretion and without prior notice to you. In the event WhoTo terminates these Terms for your breach, you will remain liable for all amounts due hereunder. You may cancel your WhoTo Account at any time by sending an email to info@WhoTo.com. Upon termination or expiration of your WhoTo Account, you will no longer have access to the financial data and resources provided through the Site and Services.

Disclaimers

THE SITE, SERVICES AND CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, WHOTO EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WHOTO MAKES NO WARRANTY THAT THE SITE, SERVICES OR CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WHOTO MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES OR CONTENT PURCHASED OR OBTAINED THROUGH THE SITE OR SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR SERVICES.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM WHOTO OR THROUGH THE SITE, SERVICES OR CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT WHOTO DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SERVICES, NOR DOES WHOTO MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES. WHOTO MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.

Indemnity

You agree to defend, indemnify, and hold WhoTo, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your violation of these Terms or applicable laws in connection with the Site, Services or Content.

Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND CONTENT REMAINS WITH YOU. NEITHER WHOTO NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES OR CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT CLIENT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

IN NO EVENT WILL WHOTO’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES OR CONTENT EXCEED FIFTY DOLLARS ($50). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN WHOTO AND YOU.

Proprietary Rights Notices

These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between WhoTo and you regarding the Site, Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between WhoTo and you regarding the Site, Services and Content.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without WhoTo’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. WhoTo may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given: (i) by WhoTo via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

General

The failure of WhoTo to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of WhoTo. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contacting WhoTo

If you have any questions about these Terms, please contact WhoTo at info@WhoTo.com.