Business Terms of Use

UPDATED 3.4.2024

THIS IS A CONTRACT BETWEEN THE ENTITY NAMED IN THE APPLICABLE CUSTOMER FIELD HEREIN (“PREMIUM EMPLOYER,” “YOU,” OR “YOUR”), AND MISSIONEB, LLC., A MISSOURI CORPORATION AND ITS SUBSIDIARIES AND AFFILIATES (“MISSIONEB,” “WE,” “OUR”, OR “US”). THIS AGREEMENT CONTAINS LIMITATIONS ON MISSIONEB’S LIABILITY TO YOU. PLEASE READ IT CAREFULLY. BY CLICKING “I AGREE” BELOW AND CONTINUING TO USE THE WEBSITES CONTROLLED BY MISSIONEB (THE “SITE”), THE INDIVIDUAL SO CLICKING REPRESENTS AND WARRANTS THAT S/HE HAS THE FULL AUTHORITY TO ACCEPT THIS AGREEMENT ON YOUR BEHALF AND DOES SO INTENDING THAT YOU WILL BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS OF USE (THE “BUSINESS TERMS”).

1. GENERAL SERVICE TERMS

1.1 Through its website (the “Site”), MissionEB operates a recruiting and brand development platform for the technology and startup communities (the “Services”). In addition to access to the Services, Premium Employer may sign up to receive additional benefits, such as the inclusion of Premium Employer in content, and job listings on the Site (the “Benefits”).  To receive the Services and Benefits, Premium Employer and MissionEB will execute Order Forms to this Agreement (each an “Order Form”). The fees applicable to the Services and Benefits are set forth in the Order Form (the “Fees”). MissionEB reserves the right to modify the Site and the Benefits at any time in its sole discretion, provided that such changes will not have a material, adverse effect on the Benefits that Premium Employer has already purchased under an Order Form. All Order Forms are subject to the terms of this Agreement. 

1.2 We may change these Business Terms at any time, and all such changes are effective immediately upon notice, which we may give by any means, including, but not limited to, by posting a revised version of these Business Terms or other notice on the Site. You should view these Business Terms often to stay informed of changes that may affect you. Your use of the Services constitutes your continuing agreement to be bound by these Business Terms, as they are amended from time to time.

1.3 If you sign up for a free trial for any of the Services or are a part of our launch partnership, MissionEB will make such Services available to you on a trial basis free of charge until the earlier of (a) the end of the free trial period for which you registered to use the applicable Service(s); (b) the end of the launch partnership pursuant to the related Order Form; (c) the start date of any Benefits purchased by you pursuant to the related Order Form; or (d) termination of the trial by us in our sole discretion. 

1.4 Privacy Policy. Information that you provide to us or that we collect about you through your access to and use of the Services is subject to MissionEB’s Privacy Policy. We encourage you to read and become familiar with our Privacy Policy.

1.5 Premium Employer Cooperation.

1.5.1 The MissionEB content team works closely with Premium Employer to create the Benefits and to highlight Premium Employer in MissionEB’s voice.  This means that unless otherwise specified on an Order Form, the Benefits can be provided at any point during the term of an Order Form, in MissionEB’s discretion rather than on a pre-determined schedule. For MissionEB to effectively provide the Benefits, Premium Employer must cooperate with MissionEB to provide the Employer Content (as defined below) in a commercially reasonable timeframe upon MissionEB’s request. Failure to provide such cooperation may result in Premium Employer’s inability to take advantage of all of the Benefits. If Premium Employer is unable to take advantage of all of the Benefits due to its own failure to cooperate, Premium Employer will not be entitled to a refund.

1.5.2 In order to provide Benefits to Premium Employer, MissionEB will need to gather non-personal information from Premium Employer. Premium Employer hereby authorizes and grants to MissionEB the right to gather non-personal information from Premium Employer’s applicant tracking system, website, or other publicly available sources, including by using third parties and/or automatic means to gather data.

2. CONTENT & INTELLECTUAL PROPERTY

2.1 In order for MissionEB to provide the Services and Benefits, Premium Employer agrees to provide the following types of content (as applicable based on the Order Form): (a) relevant information and data for the Premium Employer company profile and job listings, and (b) information, photos, and quotes Premium Employer provides to MissionEB’s content team (collectively, the “Employer Content”). MissionEB reserves the right to reformat, excerpt and adapt (e.g., for length and clarity) Employer Content for the purposes of providing the Services and Benefits to Premium Employer. Premium Employer represents and warrants that it is authorized to provide all such Employer Content to MissionEB.

2.2 By providing Employer Content, you grant, and you represent and warrant that you have the right to grant, to MissionEB an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, alter, translate, excerpt (in whole or in part) and distribute such Employer Content for any purpose, of or in connection with MissionEB providing the Services and Benefits or the promotion thereof, to prepare derivative works of, or incorporate into other works, such Employer Content, and to grant and authorize sublicenses of the foregoing. You further represent that you are authorized to disclose all of the Employer Content to MissionEB to provide the Services and Benefits. You are fully responsible for any Employer Content you provide and for ensuring the Employer Content is complete and appropriate for public consumption on the Site. For the avoidance of doubt, Employer Content is not Confidential Information as defined in Section 4 of these Business Terms.

2.3 MissionEB acknowledges and agrees that Premium Employer owns its trademarks, trade names, logos, and service marks (the “Employer Marks”) and that the Employer Marks constitute valuable proprietary information that is protected by applicable intellectual property and other proprietary rights, laws, and treaties of the United States and other countries, and that MissionEB does not acquire an ownership interest by the limited use of the Employer Marks. Premium Employer grants to MissionEB a limited, non-exclusive, non-transferable license to use the Employer Marks solely in connection with providing the Services and Benefits to Premium Employer and MissionEB acquires no interest in such intellectual property rights in the Employer Marks.  Premium Employer further grants MissionEB the right to use the Employer Marks to make announcements, statements, and for other publicity and marketing materials relating to the Services and MissionEB. 

2.4 MissionEB grants Premium Employer a limited, non-exclusive, and non-transferable license to use the Services, including the Benefits. Premium Employer acknowledges and agrees that MissionEB owns the MissionEB trademarks, logos, and service marks (“MissionEB Marks”). Premium Employer acknowledges and agrees that the MissionEB Marks constitute valuable proprietary information that is protected by applicable intellectual property and other proprietary rights, laws, and treaties of the United States and other countries, and that Premium Employer acquire no ownership interest by the limited use of the MissionEB Marks. Except for the limited permission in Section 5.4, Premium Employer may not, without the express written permission of MissionEB, use any of the MissionEB Marks for any other purpose. 

2.5 Some of the Benefits involve MissionEB’s content team working with Premium Employer to produce original content, including Visual Property. As used herein, “Visual Property” means the number of final photographs and video files in MP4 format  featuring Premium Employer and/or its employees listed on the Order Form. Premium Employer represents that it has secured the appropriate third-party authorization of all individuals featured in the Visual Property. MissionEB retains ownership and all intellectual property rights in and to the Visual Property; provided that MissionEB’s use of such Visual Property will be limited to providing the Services and Benefits. MissionEB grants to Premium Employer a limited, non-exclusive, royalty-free, perpetual, worldwide, transferable, and sublicensable license to use, publish, copy, publicly display, reformat, reproduce, and distribute the Visual Property for Premium Employer’s own purposes. MissionEB may upon written request, terminate Premium Employer’s license to use the Visual Property if MissionEB believes, in its sole discretion, that the Visual Property may violate a third-party’s rights. In such case, Premium Employer agrees to cease using the Visual Property provided that MissionEB replaces the Visual Property with new, non-infringing content that complies with the requirements of the applicable Order Form. 

2.6 As part of the Services, MissionEB publishes non-paid community content which reports news and stories relating to companies and people in the technology and startup communities (“Community Content”). Premium Employer acknowledges that MissionEB has the right to refer to Premium Employer in such Community Content, and in other editorial content, pursuant to the principles of  “fair use” and other related doctrines under U.S. Copyright law.  Premium Employer will not contest such fair use.

2.7 You can find out more about our content offerings on our Content Descriptions page. 

3. FEES AND PAYMENT

3.1 While the Benefits will begin on the Effective Date, as defined in each Order Form, and continue for the Benefit Term, these Business Terms will continue until you cease using the Services. 

3.2 Each Order Form shall continue solely for the term set forth in the Order Form and will not auto renew. If a Premium Employer wants to purchase additional Benefits upon the expiration of the Order Form, Premium Employer must enter into a new Order Form, which will provide the additional Benefits and additional Fees.

3.3 Premium Employer agrees to pay MissionEB all Fees related to MissionEB’s provision of Services and Benefits. MissionEB may assess a late payment charge at the greater of one and a half percent (1.5%) or the maximum rate permitted by the law in the event of Premium Employer’s uncured payment default. In addition to the foregoing, MissionEB reserves the right to terminate or suspend this Agreement, the Order Form(s), and all licenses to use the Services and Benefits if any undisputed Fees remain unpaid after the due date or if any disputes regarding Fees remain unresolved for longer than thirty (30) days.

3.4 Taxes. Fees are quoted inclusive of any Taxes (defined below). Premium Employer is responsible for all sales, use, value added, withholding, and any other similar taxes imposed by federal, state, local, or foreign governmental entities on the transactions contemplated by this Agreement (“Taxes”), excluding taxes based solely upon MissionEB's net income, even if MissionEB did not collect and remit such Taxes on Premium Employer's behalf. Taxes are estimated based on the laws and regulations of the governing taxing authority(ies). If MissionEB is required at any time to pay any such Taxes, which have not been previously collected by MissionEB, the Premium Employer shall promptly reimburse MissionEB. If MissionEB is assessed fines, penalties, or payments for non-payment of Taxes, then MissionEB will be entitled to full reimbursement from Premium Employer for all such amounts as well as any expenses incurred by MissionEB in attempting to mitigate the amounts due and owing. All reimbursements referred to under this section shall be made within thirty (30) days of being provided with such notice by MissionEB.

3.5 In the event (a) Premium Employer fails to comply with these Business Terms, the Acceptable Use Policy, the Photo & Video Policy or the Privacy Policy, or (b) Premium Employer becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit of creditors, MissionEB may immediately suspend or terminate  access and any outstanding Order Forms. In such a case, the Fees received from Premium Employer shall be non-refundable. Such early termination shall not relieve Premium Employer from any unpaid payment obligation hereunder. For the avoidance of any doubt, any and all disputes relative to the Order Form are governed by the applicable provisions as stated in the Agreement.

3.6 Premium Employer’s right to use the Services or Benefits shall terminate upon the termination or expiration of the applicable Order Form.   After the termination or expiration of the Order Form, MissionEB will retain all respective rights, including all intellectual property rights, proprietary rights, and licenses retained in the Business Terms, and the limitations upon Premium Employer’s use and treatment of the Services will remain in full force.

4. CONFIDENTIALITY

4.1 “Confidential Information” means any and all written information, data or material, that is disclosed or otherwise made available by a party or any of its affiliates (“Disclosing Party”) to the other party or any of its affiliates (“Receiving Party”) in connection with the activities contemplated under the Agreement and Order Form(s) and is designated and labeled as either “Confidential” or “Proprietary” when disclosed. Confidential Information will not include any information that (a) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (b) is Employer Content; (c) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party and without an obligation of confidentiality; (d) was independently developed by the Receiving Party without the use of or reference to the Confidential Information of the Disclosing Party; or (e) is lawfully received from a third-party without breach of any obligation owed to the Disclosing Party and without an obligation of confidentiality. The terms in this Agreement and the Order Form(s), but not the fact that Premium Employer has entered into an agreement with MissionEB, are Confidential Information.

4.2 The Receiving Party shall not use or disclose the Disclosing Party’s Confidential Information, except (a) as permitted herein or as otherwise reasonably necessary to perform its obligations or obtain the Benefits provided under this Agreement and applicable Order Form, and (b) for disclosures to its affiliates and to its and their authorized agents, personnel, contractors, legal counsel, accountants, representatives and advisors, under obligations of confidentiality at least as stringent as those set forth herein, who need to know such Confidential Information in order to perform or advise on behalf of such Receiving Party.

4.3. If the Receiving Party is compelled by law to disclose Confidential Information of the Disclosing Party, it shall provide the Disclosing Party with prior notice of such compelled disclosure, to the extent legally permitted, and reasonable assistance, at Disclosing Party's cost, if the Disclosing Party wishes to contest or otherwise limit the disclosure.

4.4. The Parties acknowledge that if a party breaches the confidentiality protections hereunder, the non-breaching party shall have the right, in addition to any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that any other available remedies are inadequate.

5. DISCLAIMERS

5.1. MissionEB will use reasonable efforts to accommodate Premium Employer’s scheduling requests about its use of the Benefits; provided that Premium Employer acknowledges that, in some cases resources, conflicting commitments, time, available personnel and/or other impediments may restrict MissionEB from being able to provide certain Benefits upon immediate request or on specific dates. MissionEB makes no guarantees as to the results or level of success a Premium Employer may achieve by use of the Benefits. MissionEB further makes no uptime guarantee that Premium Employer postings will be accessible for the entire term of its listing due to computer/server outages, software failure and other technical and non-technical issues that may cause temporary outages.  Premium Employer shall not be entitled to any refund, rebate or retribution for Benefits that Premium Employer determines to be unsuccessful.

5.2. MissionEB uses a variety of security measures to secure and protect information transmitted to and from the MissionEB website. Nevertheless, MissionEB cannot and does not guarantee that any such transmissions are or will be totally secure. Premium Employer is responsible for maintaining the confidentiality of any information about Premium Employer, including any username and any password used in connection with its use of the Services. MissionEB will not be liable for any loss or damage arising from the unauthorized use of Premium Employer’s username or password.

5.3. The MissionEB Site may include hyperlinks to other websites which are not maintained by MissionEB as a convenience to Premium Employer and other Site visitors. MissionEB is not responsible for the content of any such linked websites and MissionEB makes no representations whatsoever concerning the content or accuracy of opinions expressed in, or other links provided by such websites. The inclusion of any hyperlink to external websites does not imply endorsement by MissionEB of those websites or any products or services referred to therein. The terms of service and privacy policies applicable to external websites may be different from those applicable to the Services. If Premium Employer decides to access any external website through a link within the MissionEB website, it does so entirely at its own risk, and MissionEB will have no liability for any loss or damage arising from Premium Employer’s access or use of any external website. Premium Employer agrees that it will bring no suit or claim against MissionEB arising from or based upon any such use of external websites. Hyperlinks to other websites that are provided on the MissionEB website are not intended to imply that: (a) MissionEB is affiliated or associated with any external website; or (b) any linked site is authorized to use any of the MissionEB Marks.

5.4. Images of the MissionEB logo can only be used for linking purposes. By linking to the MissionEB Site, Premium Employer agrees that it will not misrepresent its relationship with MissionEB. No hyperlinks to the MissionEB Site may be used in a manner that implies or suggests that MissionEB approves or endorses Premium Employer, its website, or its goods and services. MissionEB will have no responsibility or liability for any content appearing on Premium Employer’s website. No hyperlink may appear on any page on Premium Employer’s website or within any context containing content or materials that may be interpreted as libelous, obscene, or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third-party rights.

5.5. In no event will MissionEB, its affiliates, or its and their contractors, suppliers, content-providers, and other similar entities, and the officers, directors, managers, members, employees, representatives, and agents of each of the foregoing (collectively, “Contractors”), be liable to Premium Employer or any third-party for any losses or damages, alleged under any legal theory, arising out of or in connection with: (a) Premium Employer’s use of, or reliance on, the Services or Benefits in a way not contemplated by this Agreement; (b) the defamatory, offensive, or illegal conduct of other users of the Services or of third parties; or (c) Premium Employer’s negligence or willful misconduct.

5.6. THE USE OF THE SERVICES AND BENEFITS PROVIDED BY MISSIONEB UNDER THIS AGREEMENT IS SOLELY AT THE PREMIUM EMPLOYER’S OWN RISK. ACCORDINGLY, THE SERVICES AND BENEFITS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL SUCH WARRANTIES ARE EXPRESSLY DISCLAIMED AND EXCLUDED, TO THE FULLEST EXTENT PERMITTED BY LAW. SPECIFICALLY, MISSIONEB AND CONTENT-PROVIDERS DO NOT WARRANT THAT THE USE OF THE SERVICES, BENEFITS OR THE SITE: (A) WILL BE UNINTERRUPTED OR ERROR-FREE; (B) WILL ALLOW PREMIUM EMPLOYER TO OBTAIN ANY PARTICULAR RESULTS; (C) ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, RELIABLE, OR OF ANY PARTICULAR VALUE OR QUALITY, INCLUDING AS TO ANY PRODUCTS OR MERCHANDISE ON THE SITE OR ANY THIRD PARTY LINKED SITE; (D) THAT ANY DEFECTS  WILL BE CORRECTED; OR (E) WILL BE FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS.  FOR THE AVOIDANCE OF DOUBT, NOTHING HEREIN SHALL ENTITLE PREMIUM EMPLOYER TO ANY REFUND, REBATE OR RETRIBUTION FOR SERVICES OR BENEFITS THAT PREMIUM EMPLOYER DETERMINES TO BE UNSUCCESSFUL.

6. LIMITATION OF LIABILITY

6.1 Under no circumstances will MissionEB or our Contractors be liable to Premium Employer or to any third party for any indirect, consequential, incidental, punitive, special, or similar damages or costs (including, but not limited to, lost profits or data, loss of goodwill, loss of or damage to property, loss of use, business interruption, and claims of third parties) arising out of or in connection with these Business Terms or the use of the Services or the Benefits, or the transmission of information to or from the Site over the Internet, even if we were advised, knew, or should have known of the possibility of such damages or costs. In a jurisdiction that does not allow the exclusion or limitation of liability for certain damages, the liability of MissionEB and the Contractors will be limited in accordance with these Business Terms to the extent permitted by law.

6.2 Without limiting any of the foregoing, if MissionEB or any of the Contractors are found liable to Premium Employer or to any third party as a result of any claims or other matters arising under or in connection with these Business Terms, or the use of the Services, Benefits, or Site, the maximum liability for all such claims and other matters will not exceed the Fees paid by Premium Employer to MissionEB in the twelve (12) months preceding the claim under the Order Form giving rise to the liability.

7. INDEMNIFICATION

You agree to defend and indemnify MissionEB, and our officers, directors, managers, members, employees, representatives, agents, successors, and assigns, against all claims, demands, suits, or other proceedings, and all resulting loss, damage, liability, cost, and expense (including reasonable attorneys’ fees), made by any third party arising out of: (a) the Employer Content or Employer Marks; (b) your violation of these Business Terms; (c) your violation of laws; (d) your violation of any rights of any third party; and (e) any unauthorized use of a username, password, or account number. We reserve, and you grant to us, the right to assume the exclusive defense and control of any matter subject to indemnification by you.

8. JURISDICTION

These Business Terms will be construed and enforced in accordance with the laws of the State of Delaware. Premium Employer submits to personal jurisdiction in Delaware, and any cause of action arising under the Agreement or otherwise involving the Services and Benefits will be brought exclusively in a court in Delaware.

9. WAIVER OF JURY TRIAL

YOU HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A JURY TRIAL IN ANY ACTIONS, SUITS, OR PROCEEDINGS ARISING OUT OF OR RELATING TO THESE BUSINESS TERMS AND THE MATTERS CONTEMPLATED HEREBY.

10. FORCE MAJEURE

Any delay or failure of MissionEB to deliver the Benefits under this Agreement will be excused to the extent that the delay or failure was caused by an event beyond its reasonable control, without its fault or negligence and that by its nature could not reasonably have been foreseen or, if it could reasonably have been foreseen, was not reasonably avoidable (which events may include natural disasters, epidemics, pandemics, quarantines, embargoes, explosions, riots, government action, wars, acts of terrorism or acts of God) (each, a “Force Majeure Event”). If MissionEB believes that it may not be able to deliver any Benefits due to a Force Majeure Event, it (a) shall give Premium Employer prompt written notice and (b) may, at its option, provide to Premium Employer replacement benefits or services for any Benefits that may not be delivered to Premium Employer during the Force Majeure Event. MissionEB shall use commercially reasonable efforts to ensure that the effects of any Force Majeure Event are minimized and resume full performance under this Agreement.

11. MISCELLANEOUS

11.1 These Business Terms, the Privacy Policy, the Acceptable Use Policy, the Photo & Video Policy (as each may be revised and amended from time to time according to their respective terms) and applicable Order Form(s) collectively constitute the entire agreement with respect to your access to and use of the Services and the Benefits.

11.2 Our electronically or otherwise properly stored copy of these Business Terms will be deemed to be the true, complete, valid, authentic, and enforceable copy, and you agree that you will not contest the admissibility or enforceability of our copy of these Business Terms in connection with any action or proceeding arising out of or relating to these Business Terms.

11.3 Any provisions of these Business Terms that are reasonably inferable to have been intended to survive termination (including, but not limited to, any provisions regarding limitation of our liability or indemnification) will continue in effect beyond any such termination of access to the Services.

11.4 These Business Terms do not and are not intended to confer any rights or remedies on any person or entity other than the parties.

11.5 We may assign our rights and duties under these Business Terms at any time to any third party without notice. You may not assign these Business Terms without our prior written consent, which shall not be unreasonably withheld. 

11.6 Our waiver of any breach of these Business Terms will not be a waiver of any preceding or subsequent breach thereof.

11.7 If any provision of these Business Terms is held to be invalid or unenforceable, that provision will be stricken and will not affect the validity and enforceability of any remaining provisions.

11.8 Possible evidence of use of the Services or Benefits for illegal purposes will be provided to law enforcement authorities.