These terms and conditions ("Terms") govern your access to and use of the Peertopia™ website https://peertopia.com and services provided by Peertopia™ ("Services"). By accessing or using the Site and Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Site or Services.

1. ACCOUNT REGISTRATION

1.1. To access certain features of the Site and Services, you may be required to register for an account.

1.2. You must provide accurate and complete information during the registration process and keep your account information updated.

1.3. You are responsible for maintaining the security of your account credentials and for any activities that occur under your account.

2. USE OF SITE AND SERVICES

2.1. You may use the Site and Services solely for lawful purposes and in accordance with these Terms.

2.2. You agree not to: a. Violate any applicable laws or regulations; b. Use the Site or Services for any fraudulent, misleading, or unlawful purpose; c. Interfere with or disrupt the Site or Services or servers or networks connected to the Site or Services; d. Attempt to gain unauthorized access to any portion of the Site or Services, or any other systems or networks connected to the Site or Services; e. Modify, adapt, sublicense, translate, sell, reverse engineer, decompile, or disassemble any portion of the Site or Services.

3. JOB POSTINGS

3.1. Employers may post job listings on the Site ("Job Postings"). 3.2. Peertopia reserves the right to review and approve all Job Postings before they are published on the Site.

3.3. Job Postings must comply with all applicable laws and regulations, including but not limited to equal employment opportunity laws.

3.4. Peertopia does not guarantee the accuracy or completeness of any Job Postings and is not responsible for any errors or omissions in Job Postings.

4. USER CONTENT

4.1. Users may submit content, such as resumes, profiles, and messages ("User Content"), to the Site.

4.2. By submitting User Content, you grant Peertopia a non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content.

4.3. You represent and warrant that you have all necessary rights to grant the above license and that your User Content does not violate any third-party rights or applicable laws.

5. PRIVACY POLICY

5.1. Your use of the Site and Services is subject to Peertopia Privacy Policy, which is incorporated into these Terms by reference. By using the Site and Services, you consent to the collection and use of your information as described in the Privacy Policy.

6. INTELLECTUAL PROPERTY RIGHTS

6.1. Except as expressly set forth herein, Peertopia alone (and its licensors, where applicable) will retain all intellectual property rights relating to the Services (and any technology used by Peertopia in connection with the provision of the Services) and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Customer or any third party relating to the Services, which are hereby assigned to Peertopia. Customer will not copy, distribute, reproduce or use any of the foregoing except as expressly permitted under this Agreement. This Agreement is not a sale and does not convey to Customer any rights of ownership in or related to the Services, or, except as expressly provided herein, any intellectual property rights.

7. RESTRICTIONS AND RESPONSIBILITIES

7.1. Customer will not, and will not permit any third party to: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas or algorithms of Peertopia. Service and Contacts or any software, documentation or data related to the Peertopia platform (provided that reverse engineering is prohibited only to the extent such prohibition is not contrary to applicable law); modify, translate, or create derivative works based on the Services; use the Services for timesharing or service bureau purposes or for any purpose other than its own internal use; or use the Services other than in accordance with this Agreement and in compliance with all applicable laws and regulations (including but not limited to any privacy laws, and laws and regulations concerning the transmission of unsolicited advertisements, do-not-call lists, telemarketing, sweepstakes, direct mail commerce, advertising, intellectual property, consumer and child protection, obscenity, and defamation); run or use any processes that run or are activated while Customer is not logged on to the Services or that “crawl,” “scrape,” or “spider” the Services; or use the Services in any manner that (1) is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable (including without limitation, accessing any computer, computer system, network, software, or data without authorization, breaching the security of another user or system, and/or attempting to circumvent any user authentication or security process), (2) impersonates any person or entity, including without limitation any employee or representative of Peertopia, or (3) contains a virus, Trojan horse, worm, time bomb, unsolicited bulk, commercial, or “spam” message, or other harmful computer code, file, or program (including without limitation, password guessing programs, decoders, password gatherers, keystroke loggers, cracking tools, packet sniffers, and/or encryption circumvention programs). Notwithstanding anything to the contrary, Peertopia reserves the right to suspend or limit Customer’s access to the Services if Peertopia determines (in its sole discretion) that Customer’s use of the Services is likely to (i) damage the Services or interfere with Peertopia’s ability to provide the Services, or (ii) place an unreasonable load on the Services.

7.2. Customer hereby agrees to indemnify and hold harmless Peertopia against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from Customer’s use of Services.

8. DISCLAIMER OF WARRANTY

8.1. THE SERVICES AND PEERTOPIA’S PROPRIETARY INFORMATION AND ANYTHING PROVIDED IN CONNECTION WITH THIS AGREEMENT ARE PROVIDED "AS-IS," WITHOUT ANY WARRANTIES OF ANY KIND. PEERTOPIA™ AND ITS LICENSORS HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

8.2. The Site and Services are provided on an "as is" and "as available" basis, without any warranties of any kind, either express or implied.

8.3. Peertopia does not warrant that the Site or Services will be uninterrupted, secure, or error-free, or that any defects will be corrected.

9. LIMITATION OF LIABILITY

IN NO EVENT WILL PEERTOPIA™ OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICES OR ANYTHING PROVIDED IN CONNECTION WITH THIS AGREEMENT, ANY DELAY OR INABILITY TO USE THE SERVICES OR ANYTHING PROVIDED IN CONNECTION WITH THIS AGREEMENT OR OTHERWISE ARISING FROM THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOST SALES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF PEERTOPIA™ HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

THE TOTAL LIABILITY OF PEERTOPIA™ AND ITS LICENSORS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), OR OTHERWISE, WILL NOT EXCEED, IN THE AGGREGATE, THE LESSER OF (i) ONE THOUSAND DOLLARS ($1,000), OR (ii) THE FEES PAID TO PEERTOPIA™ HEREUNDER IN THE THREE MONTH PERIOD ENDING ON THE DATE THAT A CLAIM OR DEMAND IS FIRST ASSERTED. THE FOREGOING LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

10. INDEMNIFICATION

10.1. You agree to indemnify and hold harmless Peertopia, its officers, directors, employees, and agents, from and against any claims, liabilities, damages, losses, and expenses, arising out of or in connection with your use of the Site or Services or violation of these Terms.

11. US GOVERNMENT MATTERS

11.1. Notwithstanding anything else, Customer may not provide to any person or export or re-export or allow the export or re-export of the Services or any software or anything related thereto or any direct product thereof (collectively “Controlled Subject Matter”), in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. Without limiting the foregoing Customer acknowledges and agrees that the Controlled Subject Matter will not be used or transferred or otherwise exported or re-exported to countries as to which the United States maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. Use of the Services is representation and warranty that the user is not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. The Controlled Subject Matter may use or include encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations. As defined in FAR section 2.101, any software and documentation provided by Peertopia are “commercial items” and according to DFAR section 252.227‑7014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

11.2. These Terms shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to its conflict of law principles.

12. MISCELLANEOUS

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sub licensable by Customer except with Peertopia’s prior written consent. Peertopia may transfer and assign any of its rights and obligations under this Agreement with written notice to Customer. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed or otherwise agreed to by Peertopia, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Customer does not have any authority of any kind to bind Peertopia in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; and upon receipt, if sent by certified or registered mail (return receipt requested), postage prepaid. Peertopia will not be liable for any loss resulting from a cause over which it does not have direct control. This Agreement will be governed by the laws of the State of California, U.S.A. without regard to its conflict of law provisions. The federal and state courts sitting in San Diego, California, U.S.A. will have proper and exclusive jurisdiction and venue with respect to any disputes arising from or related to the subject matter of this Agreement. Unless and until Customer notifies Peertopia in writing to the contrary, Peertopia is permitted to disclose that Customer is one of its customers to any third-party at its sole discretion, and to place Customer’s name and logo on its website and marketing materials for this purpose.

13. CHANGES TO TERMS

13.1. Peertopia reserves the right to modify or amend these Terms at any time. Any changes to these Terms will be effective immediately upon posting on the Site.

14. Contact Information

14.1. If you have any questions or concerns about these Terms, please contact us at admin@peertopia.com

By using the Site and Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.