Website Use Agreement

WELCOME TO PEO SCORE!

Please read these Terms carefully because they are a binding agreement between you and PEO SCORE. These Terms govern your use of PEO SCORE’s website (“Website”). In these Terms, “you” and “your” refer to the party creating a PEO SCORE profile and/or using the One-Step Connect feature, the company said party represents, the company’s parent corporation and subsidiaries. The use of “we,” “us,” “our” or “PEO SCORE,” refers to PEO SCORE, Inc., a California corporation.

THESE TERMS GOVERN YOUR USE OF THIS WEBSITE; BY USING THIS WEBSITE, YOU ACCEPT THESE TERMS IN FULL. IF YOU DISAGREE WITH THESE TERMS OR ANY PART OF THESE TERMS, YOU MUST NOT USE THIS WEBSITE. ALL PARTIES CREATING A PROFILE ON THIS WEBSITE REPRESENT AND WARRANT THAT THE INFORMATION PROVIDED IN THE PROFILE, APPLICATION AND PROPOSALS ARE ACCURATE TO THE BEST OF THE PARTIES’ KNOWLEDGE. A PARTY USING THIS WEBSITE SHALL NOT INTENTIONALLY PROVIDE MISINFORMATION OR MISREPRESENT THAT IT IS AN EMPLOYER, INSURANCE BROKER OR PEO OR IMPERSONATE ANY PERSON OR ENTITY OR MISREPRESENT YOUR AFFLIATION WITH ANY OTHER PERSON OR ENTITY.

1. Creating a Profile. You may create a profile by following our instructions as they appear on the Website. All users must create a profile to utilize our services through the Website. In addition to creating a profile, Professional Employer Organization’s (“PEOs”) must execute a separate PEO SCORE Agreement to fully utilize the Website’s technology. We may determine other eligibility criteria in our sole discretion.

2. Fees. Our technology and services are FREE for employers and insurance brokers. PEOs may also utilize the services on our Website at no cost or obligation, provided that if PEO and employer enter into contract, PEO shall pay a fee to PEO SCORE pursuant to the terms of the PEO SCORE Agreement. If a direct connection is made, PEOs may charge employers a fee for services by separate agreement between the parties. PEO SCORE does not pay commissions to insurance brokers. All fee agreements between an insurance broker and PEO must be made directly between the parties. You are solely responsible for reporting and paying any applicable taxes arising from receiving fees as a result of using our Website, and you shall comply with any and all applicable tax laws in connection therewith.

3. PEO SCORE’s Non-Responsibility. We are only responsible for collecting and supplying information securely to and from PEOs, insurance brokers and employers utilizing our Website for the purpose of making direct connections between the parties. PEO SCORE does not negotiate or draft any contracts between PEOs, insurance brokers and employers, and accordingly, we are not responsible for providing such services to you. We are not responsible for the accuracy of any information provided by you or other parties using our Website. Selection of a PEO proposal by an employer or insurance broker is not a binding contract. All PEO proposals submitted through our Website are conditioned upon the PEO verifying the information provided in the PEO SCORE REPORT. We are not responsible, nor do we guarantee that: (1) employers or insurance brokers receive a certain number of PEO proposals, if any; (2) PEO proposals will be delivered in five (5) business days from the date of application; (3) submitted PEO proposals will be selected, or (4) PEOs receive a certain number of leads from our Website, if any. We are not responsible for the performance or non-performance of any party regarding any agreement you enter into with as a result of using our Website.

4. Contacting You Electronically, by Email or through Telephone. You consent to receive electronic communications, information and documentation from us through your PEO SCORE profile. In connection with your PEO SCORE profile or use of our Website, you agree that we can contact you by email or calling your mobile device or workplace direct phone number at any email address or telephone number you provide to us in your profile. You agree to update your contact information with us when it changes.

5. Disabling or Deleting Your Profile on our Website. We reserve the right to disable your profile on our Website at any time and for any reason. You may also disable your PEO SCORE profile from our Website at any time and for any reason by contacting our Support Team at support@peoscore.com. Once disabled, you may have access to all information saved inside your profile as of the date the profile is disabled for as long as we determine. We reserve the right to delete your profile from our Website at any time and for any reason whereby you will no longer have access to the saved content inside your profile. Once disabled or deleted, you will no longer be able to update your profile or utilize the features inside your profile, such as receiving leads, sending applications, sending/receiving proposals, selecting proposals, etc. If you wish to reactivate your profile, please make this request by contacting our Support Team at support@peoscore.com. Your request to reactivate your profile may be denied for any reason, including if your profile was disabled or deleted due to your violation of these Terms or the PEO SCORE Agreement.

6. Governing Law and Venue. These Terms shall be determined to be a contract made within the State of California and, for all purposes, are governed by and construed in accordance with the laws of California, without regard to its conflict of laws rules. You expressly agree that the exclusive jurisdiction for any claim or dispute under these Terms and/or your use of the services on our Website resides in the courts located in Sacramento, California, and you further expressly agree to submit to the personal jurisdiction of such courts for the purpose of litigating any such claim or action. If it turns out that a particular provision in these Terms is not enforceable, that will not affect any other provision.

7. Ending or Changing these Terms; Assignments. We can terminate these Terms at any time. We can also change these Terms, or add or delete any items in these Terms, at any time. Your use of our Website after we have made such changes available will be considered your agreement to the changes. We will provide notice if required by law. You cannot change these Terms. No party may assign these Terms.

8. Privacy Policy. Your privacy and the security of your information are important to us. You agree that we may share your private information with other users of this Website in order to provide the services you have sought on our Website. We do not control the privacy and security of your information once received by another user and that is governed by the receiving party’s privacy policy.

9. Notices. We can provide notices to you concerning these Terms and your use our Website by posting the material on our Website, through electronic notice given to any electronic mailbox we maintain for you or to any other email address or telephone number you provide to us, or by contacting you at the current address we have on file for you. You may contact us at: support@peoscore.com.

10. Limitation of Liability; No Warranties. WE ARE NOT AND SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY OR FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, ARISING FROM OR RELATED TO YOUR CREATING A PEO SCORE PROFILE OR YOUR ACCESS OR USE OF OUR WESBITE. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) AS TO ANY AND ALL PEO SCORE PROFILES AND ALL INFORMATION AND OTHER CONTENT INCLUDED IN OR ACCESSIBLE FROM OUR WEBSITE. PEO SCORE SHALL NOT BE SUBJECT TO LIABILITY FOR ANY DELAYS OR INTERRUPTIONS OF THE WEBSITE OR THE SERVICE FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE WEBSITE, THE WEBSITE’S CONTENT, AND THE SERVICE AT YOUR OWN RISK. THE WEBSITE AND THE SERVICE MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. PEO SCORE IS NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL OR TECHNICAL ERRORS. PEO SCORE RESERVES THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE WEBSITE AND THE SERVICE AT ANY TIME WITHOUT NOTICE. SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.

11. Age & Binding Authority Requirements. You must be at least 18 years of age to use this Website. By using this Website and by agreeing to these Terms you warrant and represent that: (a) you are at least 18 years of age; and (b) you are an authorized representative of the company you created the PEO SCORE profile for with the authority to bind the company to these Terms.

12. License to Use Website. Unless otherwise stated, PEO SCORE and/or its licensors own the intellectual property rights in the Website and material on the Website. Subject to the license below, all these intellectual property rights are reserved.

You may, within your PEO SCORE profile, view, download documents and print pages from the Website for your own personal use, subject to the restrictions set out below and elsewhere in these Terms.

YOU MUST NOT:

• republish material from this Website (including republication on another website);
• sell, rent or sub-license material from the Website;
• show any material from the Website in public;
• reproduce, duplicate, copy or otherwise exploit material on this Website for a commercial purpose;
• edit or otherwise modify any material on the Website; or
• redistribute material from this Website except for content specifically and expressly made available for redistribution. Where content is specifically made available for redistribution, it may only be redistributed within your organization.

13. You accept that, as a corporation, PEO SCORE has an interest in limiting the personal liability of its shareholders, directors, officers and employees. You agree that you will not bring any claim personally against PEO SCORE’s shareholders, directors, officers or employees in respect of any losses you suffer in connection with the Website. Without prejudice to the foregoing paragraph, you agree that the limitations of warranties and liability set out in this Website disclaimer will protect PEO SCORE’s shareholders, directors, officers, employees, agents, subsidiaries, successors, assigns and sub-contractors as well as PEO SCORE, Inc.

14. USER CONDUCT. While using the Website, you agree not to:

• attempt to gain unauthorized access to other computer systems through the Website;
• use the Website or features in violation of PEO SCORE’s or any third party’s intellectual property or other proprietary, personal or legal rights;
• use the Website in violation of any applicable law;
• attempt (or encourage or support anyone else’s attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the Website, or any content thereof, or make unauthorized use thereof;
• use the Website in any manner that could damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of the Website;
• obtain or attempt to obtain any materials or information through any means not intentionally made publicly available or provided for through the Website.

15. Indemnification. You agree to defend, indemnify, and hold us and our shareholders, officers, directors, employees, successors, licensees, and assigns harmless from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of these Terms or your access to, use, or misuse of the Website. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

16. Proposal Selection & Release of Contact Information. Insurance brokers and employer are not obligated to select a proposal. Only one proposal in the Proposal Comparison Repot may be initially selected. In the event the initially selected proposal does not result in a contractual connection, we may release to the employer or insurance broker (if applicable) the contact information for any professional employer organization that submitted a proposal, provided the proposal has not expired. In such event, PEO SCORE will concurrently release the contact information of the employer and insurance broker (if applicable) to the PEO. If the insurance broker selects a proposal on behalf of its client, the broker represents and warrants that there was full authority to do so.

17. PEO SCORE is not engaged in the practice of law or the provision of legal services. PEO SCORE is not an insurance carrier or broker. PEO SCORE is solely a lead generation technology company.

18. One-Step Connect. By clicking on the “Connect” button, the user understands and agrees to PEO SCORE submitting the contact information provided to any PEO that is included in PEO SCORE’s database. The PEO’s in our database acknowledge and agree that a lead coming from the One-Step Connect feature shall be treated the same under the PEO SCORE Agreement as a lead coming from our Website to their profile.

These Terms were last updated on October 31, 2019.