Termsof Service

Who

Alion provides the Site and the Services to Candidates and Employers. References to "User" and "you" include any employer or other party you may be acting on behalf of in accessing our talent-related products and services at the Site.

What

We and our designated affiliates provide a variety of products and services through the Site that help developers showcase their public work and help Employers discover such public portfolios (collectively, the "Services"), including our Source discovery service and our Jobs listing service. The Services surface non-binding suggestions and informational signals; they do not produce, store or expose any score that ranks the value of a person as a candidate, and they do not take any hiring decision. Alion is not obligated to provide you with any support, updates, enhancements, or fixes for the Site or Services. Any Updates shall become part of the Services and subject to the Terms.

No automated decision-making

Any match, suggestion, ranking position or visual indicator surfaced by the Services is informational only and is not an automated decision producing legal or similarly significant effects on a data subject. Every hiring decision is taken by a human Employer outside the Services. Employers using the Services are responsible for ensuring that their own selection process complies with applicable employment, anti-discrimination and data-protection laws.

How

If you want to use the Services, you will need to create an account (the "Account") and fill out an associated User profile. You agree to provide accurate, complete and up-to-date information for your Account and to keep it accurate. You agree that you won't disclose your Account password to anyone and you will notify us immediately of any unauthorized use of your Account. You are responsible for all activities that occur under your Account.

If you are an Employer you may have the ability to grant the Accounts of other Users certain permissions ("Permissioned Users") to act on your behalf. You represent and warrant that any such Permissioned User is authorized to act on your behalf, you are financially responsible for any such Permissioned User's actions, and you will ensure that any such Permissioned User complies with the Terms.

Definitions

"Content" means text, graphics, images, music, software, audio, video, data, works of authorship of any kind, and information or other materials that are posted, generated, provided, transmitted or otherwise made available through the Services. "User Content" means any Content that you or any User of your Account provides to be made available through the Services.

Our Content Ownership

We do not claim any ownership rights in any User Content. As between the parties, we exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.

Rights in User Content Granted by You

By making any User Content available through the Services you hereby grant to us a non-exclusive, perpetual, irrevocable, transferable, worldwide, royalty-free license, with the right to sublicense through multiple tiers, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating, improving, promoting and providing the Services and Content.

Your Responsibility for User Content

You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content. You also represent that your User Content does not infringe, misappropriate or violate a third party's intellectual property rights or any applicable law.

Removal of User Content

You can remove your User Content by specifically deleting it. However, in certain instances, some of your User Content may not be completely removed and copies may continue to exist on the Services. Alion may, but is not required to, monitor, edit, remove or in any other manner control the Content posted via the Site and Services.

Our goal is to provide the Site and the Services as a platform for Candidates and Employers to connect, communicate and positively develop employment relationships. You agree that:

• You have the right, authority, and capacity to enter into the Terms on your own behalf and on behalf of any entity for whom you are acting;
• You are at least 16 years old; if you are less than 18 years old, your parent or legal guardian has agreed to stand behind any agreement you enter into;
• You have read and understood the General Terms, any applicable Service Terms and Privacy Policy before using the Site and the Services;
• Your use of the Site or Services is not prohibited based on your residence, jurisdiction of organization, citizenship or location;
• You shall be solely responsible for maintaining the confidentiality of your login information;
• You will promptly update your registration information and all Content you provide so that it remains correct and complete;
• You will conduct yourself in a professional and honest manner in all your interactions with Alion and other Users;
• You will not post any inaccurate, misleading or deceitful User Content, and any jobs you list will be accurately described;
• You will communicate with Candidates and Employers through the Services solely for the purpose of recruitment and hiring;
• You will comply with all applicable laws, rules and regulations in using the Site and the Services.

You also agree that you will not:

• use a name, email address or other identifying information that has the effect of hiding your own affiliation or identity, or that belongs to another person;
• create an account or use the Services if you have been previously removed or banned by Alion;
• copy, disclose or distribute Content except as expressly permitted by the Terms, including through automated harvesting or "scraping";
• use the Services to compile, sell, license, broker, redistribute or otherwise commercialise databases of personal data about developers, in whole or in part, including any so-called "developer score", "talent score" or ranking based on the Services;
• use the Services to take any automated decision that produces legal or similarly significant effects on a person, including any solely-automated hiring or rejection decision;
• use any Content acquired from the Site for commercial activity or in a manner that directly or indirectly competes with Alion;
• use any automated system to access the Site or Services in a manner that takes more bandwidth than a human can reasonably produce;
• behave inappropriately towards any User of the Services (including by stalking, hacking, phishing, harassing, spamming, bullying, or otherwise harming anyone);
• post any User Content that is fraudulent, false, misleading, defamatory, obscene, threatening, unlawful, infringing, or inflammatory;
• interfere with, disrupt, or compromise the system integrity or security of the Services or related networks;
• upload worms, Trojan-horses, viruses, malware, invalid data or other software agents;
• rent, lease, resell, sublicense, distribute, or otherwise transfer access to any of the Services;
• encourage or enable any other person or entity to do any of the foregoing.

Alion values your privacy. Please review our Privacy Policy to learn more about how we collect and use information about you via the Services. The Privacy Policy explains how Alion treats your personal information and protects your privacy when you access the Site or use the Services.

If you use resume upload or resume scanning features, you authorize Alion to extract and analyze the resume contents, transmit extracted text and related prompts to designated AI processing providers such as OpenAI when the feature is enabled, and use the returned structured data to suggest or add profile information, work experience, skills, languages, and summaries. Resume scanning is optional; you may enter profile information manually instead. You are responsible for ensuring that uploaded files are lawful, accurate, do not contain malware, and do not include third-party personal data that you are not permitted to provide.

By using the Services you may have an opportunity to see Content created by other Users. You agree not to copy, distribute or disclose that Content or permit any other person to do so.

As a Candidate, you agree to keep all communications received from Employers (other than offers of employment and their terms) confidential and not to disclose any hiring opportunities identified through the Site without the Employer's permission.

As an Employer, you agree to keep Candidate identities and information confidential. You agree not to disclose any information related to a Candidate within your organization, except as necessary to make hiring related decisions about that Candidate.

Release

You hereby irrevocably release any claims you may have against Alion, its affiliates, and the directors, officers, managers, partners, employees, members, owners, shareholders, agents and representatives of the foregoing (the "Alion Parties") that are related to: the Site, the Services or your use of Content; misstatements, inaccuracies or omissions in Content; contractual obligations arising through communications made by Users; violations of the Terms by other Users; any use by a third party of Content obtained from the Site; and your inability to use or access the Site, the Services or any Content.

You are solely responsible for your use of the Site and Services, for any Content you provide, and for any consequences thereof. You acknowledge and agree that Alion is not a party to the relationship or any dealings between Users of the Services, including, without limitation any relationship or dealings between Employers and Candidates.

Indemnity

You agree to defend, indemnify and hold harmless each of the Alion Parties from and against any claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of the Site or Services; (b) your violation of the Terms or any applicable law; (c) your violation of any third party's right; (d) any dispute between or involving you and another User; (e) any Content you shared with other Users; and (f) your negligence, willful misconduct or fraud.

YOU AGREE AND ACKNOWLEDGE THAT IN NO EVENT SHALL ANY ALION PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICE OR THE CONTENT, INCLUDING WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF REPUTATION, OPPORTUNITIES, USE, DATA, REVENUE OR PROFITS.

YOU AGREE THAT THE ALION PARTIES, IN AGGREGATE, SHALL NOT BE LIABLE TO YOU IN CONNECTION WITH THE TERMS, THE SITE OR THE SERVICES, FOR ANY DAMAGES IN EXCESS OF THE GREATER OF (A) THE FEES PAID BY YOU TO ALION IN THE PRECEDING TWELVE (12) MONTHS NET OF ANY REFUNDS; OR (B) ONE HUNDRED DOLLARS ($100.00).

YOU AGREE AND ACKNOWLEDGE THAT THIS LIMITATION OF LIABILITY IS AN ESSENTIAL PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND ALION. SOME STATES AND JURISDICTIONS DO NOT ALLOW FOR ALL OF THE FOREGOING EXCLUSIONS AND LIMITATIONS, SO TO THAT EXTENT ONLY, SOME OR ALL OF THESE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

TO THE EXTENT ALLOWED UNDER LAW, THE ALION PARTIES (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SITE, SERVICES AND CONTENT WILL BE SECURE, FUNCTION WITHOUT DISRUPTION, FAILURE, INTERRUPTION OR ERRORS; AND (C) PROVIDE THE SITE AND SERVICES (INCLUDING ALL CONTENT) ON AN "AS IS" AND "AS AVAILABLE" BASIS.

Ownership

All right, title, and interest in and to the Site and Services is and will remain the exclusive property of Alion and its licensors. Except as expressly provided herein, nothing in the Terms gives you a right to use the Alion name or any of the Alion trademarks, logos, domain names or other distinctive brand features.

Right to Change the Services

Alion reserves the right to discontinue, condition, modify, suspend or limit the Services or access to the Site in any way and at any time, with or without notice to you, without liability.

Right to Terminate User Access

Alion reserves the right to terminate your access to the Site and the Services without notice and, if you violate the Terms, to pursue other remedies at law or in equity. We may delete your Account, and if we delete your Account you will lose all access to your User Content.

Right to Refuse or Cancel Registration

Alion has the right to refuse registration of or cancel your Account in its discretion for any reason. We also reserve the right to remove or refuse to distribute any Content on the Site or through the Services or to terminate Users and/or reclaim usernames.

Marketing

If you are an Employer, you agree that we may use your (and your organization's) name and logo in listings of Alion's customers on our Site and in other public statements or disclosures for the purposes of marketing the Services.

Alion respects the intellectual property rights of others and requires anyone providing Content to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. The Digital Millennium Copyright Act ("DMCA") provides recourse to copyright owners who believe that their rights under the U.S. Copyright Act have been infringed by acts of third parties over the Internet.

If you believe that your copyrighted work has been copied without your authorization and is available through the Site or Services in a way that may constitute copyright infringement, please notify us as soon as possible with the following information: (i) identification of the material that is claimed to be infringing; (ii) identification of the copyrighted work claimed to have been infringed; (iii) your contact information; (iv) a statement that you have a good faith belief that use of the material is not authorized; (v) a statement that the information in the notification is accurate; and (vi) a physical or electronic signature.

We reserve the right to remove Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, Alion will also terminate a user's account if the user is determined to be a repeat infringer.

Unless terminated by Alion, the Terms will remain in full force and effect while you use the Site or any of the Services. You may terminate the Terms at any time by deleting all User Content you have provided to Alion and ceasing to use the Site and Services. Upon such termination all rights to use and access any of the Services will be immediately and automatically revoked, all amounts due to Alion in connection with the Terms will become due and payable, and you will not be entitled to a refund of any fees paid in advance.

Alion may terminate the Terms at any time, including if you are suspected of violating any provision of the Terms. Upon termination of the Terms for any reason, you shall destroy and remove from all computers, cloud storage and other storage media all Content that you acquired through use of the Site or Services. All provisions of the Terms which by their nature are designed to survive termination shall survive any termination or expiration of the Terms.

We reserve the right, but have no obligation, to monitor and/or manage disputes between you and other Users. If you have a dispute with another User, you release the Alion Parties, and hereby agree to indemnify them from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of, or in any way connected with, such a dispute.

THE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. BY AGREEING TO THESE TERMS OF SERVICE, YOU WAIVE YOUR RIGHT TO A JURY TRIAL OR CLASS ACTION.

Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy or claim related to the Terms ("Dispute"), you and Alion agree to first attempt to negotiate any Dispute informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations commence upon written notice from one party to the other.

Binding Arbitration

If you and Alion are unable to resolve a Dispute through informal negotiations, either you or Alion may elect to have the Dispute finally and exclusively resolved by confidential binding arbitration. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"). The arbitration may be conducted, at the option of the claimant, either in person or by video conference.

No Class Actions

You and Alion agree that any arbitration shall be limited to the Dispute between Alion and you individually. No arbitration shall be joined with any other User; no Dispute is to be arbitrated on a class-action basis; and you may not bring any Dispute in a representative capacity on behalf of the general public or other Users.

Right to Opt Out

You may opt out of the arbitration provisions by notifying Alion in writing within thirty (30) days of the date you first registered for your Account. Opting out of these arbitration provisions will not affect any other terms of the Terms.

We welcome feedback, comments and suggestions for improvements to the Site or the Services ("Feedback"). You hereby grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense through multiple tiers, under any and all intellectual property rights that you own or control to use, copy, modify, distribute, create derivative works based upon and otherwise exploit the Feedback for any purpose.

We reserve the right, in our sole and absolute discretion to modify, correct or replace any of the terms of the Terms, or change, suspend, or discontinue any Service at any time. Such modifications shall become a part of the Terms and be automatically effective once posted on the Site. Notice of any modification that materially affects rights of Users will be provided to Users in a conspicuous manner. Your continued use of the Services following the posting of any changes to the Terms constitutes your acceptance of those changes.

Refunds

Except as otherwise provided in any applicable Service Terms, or as otherwise agreed in writing by the parties, under no circumstance will we provide you any refunds on any fees or charges for the Services. If you believe your situation warrants a refund, you must contact Alion and submit your request within seven (7) days of the applicable payment to be considered for a refund. All refund requests will be evaluated by us in our sole discretion on a case-by-case basis.

Disputes and Chargebacks

You agree to contact Alion before issuing a chargeback or disputing any payments made on the Site or the Services. You understand that doing otherwise is a violation of the Terms, and may result in the suspension or termination of your Account and company profile.

Availability of Services Outside U.S.

Alion makes no representation that the Site and Services are appropriate or available in other locations. Those persons who choose to access the Site and Services from other locations do so on their own initiative and are solely responsible for compliance with local laws.

Venue and Governing Law

The Terms and all aspects of the Services and Site shall be governed by and construed in accordance with applicable laws, without regard to conflict of laws provisions, except that the arbitration provisions shall be governed by the Federal Arbitration Act.

Waiver and Severability

The failure of Alion to require or enforce strict performance by you of any provision of the Terms shall not be construed as a waiver of Alion's right to assert or rely upon any such provision or right. If any portion of the Terms is found illegal or unenforceable, such provision shall be ineffective to the extent of such determination of invalidity without affecting the remaining provisions of the Terms.

Prohibition of Assignment

You may not assign the Terms without the prior written consent of Alion. We may assign our rights and obligations under the Terms to any party in our discretion. Any purported assignment in violation of this paragraph will be null and void.

Entire Agreement

The Terms contain the entire understanding between you and Alion, and supersede all prior understandings of the parties hereto relating to the subject matter hereof.

Statute of Limitations

You and Alion agree that any claim or cause of action arising out of or related to the Services, the Site, the Terms or our Privacy Policy must be filed within ONE (1) YEAR after such claim or cause of action arose or be forever barred.

Force Majeure

You agree that we are not responsible to you for anything that is the result of events beyond our control, including acts of God, war, communication infrastructure interruptions, labor disturbances and strikes, denial of service and other malicious cyberattacks, power outages, epidemic, and failure of public utilities or common carriers.

Electronic Notice

You consent to receive communications from Alion in an electronic form (including through e-mail, the Site or the Services) and agree that all communications that Alion provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in any other written form.

The following Source Terms modify and supplement our General Terms and govern your access and use of our web-based discovery tool that enables Employers to search and filter publicly available developer portfolios and to contact, where permitted, Candidates who have signed up for Accounts and explicitly opted in to receive messages from Employers (the "Source Service"). In the event of any conflict between these Source Terms and the General Terms, the Source Terms will control with respect to your use of the Source Service.

Discovery, not scoring

The Source Service is a discovery tool. Any signal, badge, match indicator or sorting order surfaced inside the Source Service is informational and non-binding. The Source Service does not produce or expose a single composite "candidate value" score and does not make hiring decisions; selection, evaluation and hiring decisions are taken by the human Employer outside the Source Service.

Indexing of public artifacts

The Source Service may surface information derived from publicly available professional artifacts that the author has chosen to publish publicly under their own account on third-party platforms. The lawful basis for indexing such artifacts, the retention period for unclaimed records and the data subject rights available are described in our Privacy Policy, Legitimate Interest Assessment and Data Subject Requests page.

Employer obligations

Employers using the Source Service agree (a) not to derive a single composite ranking score of candidates from the data surfaced by the Service, (b) not to take any solely-automated hiring or rejection decision, (c) to honour any opt-out, do-not-contact or erasure request communicated by a data subject, and (d) to comply with all applicable employment, anti-discrimination and data-protection laws in the territories where the Employer operates.

Subscription Levels

We currently offer the Source Service to Employers on a free basis ("Basic Source"), as well as on a paid subscription basis ("Source Pro"). If you are using Basic Source, your use of the Source Service is subject to limitations that we may impose from time-to-time in our sole discretion, including limitations on the number of Candidates that you may view or reach out to.

Curated Candidates

A Source Pro subscription provides full access to a list of Candidates curated by editorial criteria from publicly available professional artifacts and self-declared availability ("Curated Candidates"). Curation is informational and does not constitute a ranking of personal value or an automated selection decision. Basic Source subscribers do not have access to Curated Candidates.

Seats

Access to the Source Services is provided on a per User basis (a "Seat"). You will not allow any Seat to be shared by multiple persons, and you are directly responsible to us for the acts and omissions of any person using a Seat that you have purchased.

Free Trials and Fees

From time-to-time we may offer Employers the ability to sign up for a free trial to use Source Pro. You agree to pay Alion the Subscription Fees specified on the subscription page on the Site when you subscribe for Source Pro. By using the Source Service, Employers also agree to pay Alion a Success Fee for each Successful Hire of a Curated Candidate whose Information the Employer obtained through the Source Service.

The following Jobs Terms modify and supplement our General Terms and govern your access and use of our job-posting platform and associated applicant tracking sync functionalities (the "Jobs Service"). In the event of any conflict between these Jobs Terms and the General Terms, the Jobs Terms will control with respect to your use of the Jobs Service.

Standard Jobs

The Jobs Service consists of a web-based platform where Employers can post jobs for which they are currently seeking Candidates (each, a "Job") and Candidates may filter and search through various Jobs posted on the platform and apply to those Jobs. We currently offer this standard functionality of the Jobs Service to both Employers and Candidates on a free basis ("Standard Jobs").

Promoted Jobs

As part of the Jobs Service, we offer Employers the ability to purchase a "Promoted Job" which means that the applicable Job posted by an Employer will be prioritized within the Jobs Service with respect to search results of relevant Candidates depending on the search terms used and the Candidate's profile information.

Fees and Payment Terms

If you wish to purchase a Promoted Job or use Premium Jobs functionality, you will receive a quote from us for the monthly price. By purchasing such services, you agree that we may bill you for, and that you will pay us, the amounts set forth on the applicable quote in accordance with your selected billing option. Any portion of the fees that is not paid when due shall accrue interest at a rate of 1.5% of the amount owed, compounded monthly. All fees are non-refundable.

Candidate Referrals

To participate and become eligible for a referral award, the existing user must refer the new user to Alion through the offer links available on the Site. In order to be eligible, the potential new candidate referred must first enter the Site through a referral link, be a new individual user who was not previously a member, and be hired for a job through the Site within one hundred twenty (120) days after becoming an approved Site user.