This User Agreement applies to your use of the online pre-employment skill assessment system (the "System") owned and managed by LuGo Global Services Ltd. ("LuGo" or "us"), which allows employers to assess the skills of candidates for employment.
1. THE TEST
1.1. Subject to the terms and conditions hereof, LuGo hereby grants you access and permission to use the System in order to take the skill assessment test (the "Test"). The Test was composed by your referring potential employer (the "Company") by selecting question topics from the System's question bank. Once you complete the Test, the Test results (the "Results") will be transferred to the Company and LuGo shall not retain any copy of them.
1.2. During the Test you will be identified, checked, and monitored over the Internet through your computer and your webcam. Your face, screen, and workspace will be captured, and a recording will be made of these images for the purposes of test integrity, person identification, and anti-cheating measures.
2. PROPRIETARY INFORMATION
2.1. All information disclosed, learned or acquired by you through use of the System or in connection thereto shall be considered as LuGo's proprietary information, including but not limited to, all questions, Tests, Test forms, designs, creations, works, works in progress, statistical information and other materials or any derivatives thereof (the "Proprietary Information").
2.2. With respect to the Proprietary Information, you hereby represent that:
2.2.1. The Proprietary Information is and shall at all times remain the sole and exclusive property of LuGo.
2.2.2. You will hold the Proprietary Information in confidence and shall not disclose it to third parties.
2.2.3. You shall not use the Proprietary Information for any purpose other than for use of the System in accordance with the terms of this Agreement and will not license, disclose, publish, distribute, store, copy or prepare derivative works of the Proprietary Information.
3. LIABILITY AND INDEMNIFICATION
3.1. LuGo's sole responsibility under this Agreement is to provide you with access and use of the System and transfer the Results to the Company. Although Lugo uses its reasonable commercial efforts to make the System as accurate and reliable as possible, it cannot and does not warrant that the System shall at all time be accurate, complete, reliable, current or error-free. LuGo makes no warranties or representations express or implied, in law or in fact, including any implied warranties of merchantability and fitness for any particular purpose, or non-infringement, in connection with the System or any other service provided by LuGo under this Agreement.
3.2. LuGo shall in no event be liable for any actual or potential damage that may be caused to you and/or to any third party, including the Company, arising from use of the System, including but not limited to, decisions or acts taken by the Company and/or by you based on the Results. You shall indemnify and hold harmless LuGo and its employees, directors and representatives from and against any and all claims, costs, losses, damages, liabilities, judgments and expenses (including reasonable attorney's fees), arising out of or related to the your use of the System.
4. LIMITATION OF LIABILITY
IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. EXCEPT FOR YOUR INDEMNIFICATION OBLIGATIONS UNDER SECTION �3.2 ABOVE, EACH PARTY'S TOTAL LIABILITY TO THE OTHER FOR ANY CLAIM UNDER THIS AGREEMENT WILL BE LIMITED TO US$100.
5.1. This Agreement constitutes the entire understanding and contract between the parties and supersedes any and all prior and contemporaneous oral or written representations, communications, understandings and agreements between the parties with respect to the subject matter hereof.
5.2. This Agreement will be governed by the laws of the State of Israel (without reference to its choice of law rules) with exclusive jurisdiction in the competent courts of Tel-Aviv.