Noon AI

NoonNoonNoonThe most powerful AI ever deployed in talent acquisitionGet StartedMeet Noon, the world's firstautonomoussourcerAn AI employee that performs the end-to-end role of a talent sourcerUnderstandingCollaborates with hiring managers to understand specific job skills and requirements5%SourcingSearches candidates across the web and evaluates candidate profiles using your specific criteria40%CalibrationAdapts and learns from hiring manager feedback on the quality of sourced candidates40%EngagementSends multi-channel, personalized campaigns and cultivates relationships with candidates for current/prospective positions15%Welcome to the era of autonomousrecruitersAI that does jobs, not tasksTalk To An AI ExpertUnprecedented IntelligenceNoon consistently outperforms human experts on multi-step, challenging sourcing jobs.Show Me HowEmpathetic andHumanNoon is trained on your unique writing style, capturing your voice and tone with remarkable accuracy.Show Me HowSaraDownload CVRapidly LearnsNoon improves after every user interaction through Reinforcement Learning from Human Feedback (RLHF).Show Me HowWarner BrosHow To Build Diverse TeamsNovartisHow To Hire Top TalentJCPenneyHow To Improve Candidate ExperienceCarvanaHow To Promote Inclusive Hiring PracticesWarner BrosHow To Build Diverse TeamsNovartisHow To Hire Top TalentJCPenneyHow To Improve Candidate ExperienceCarvanaHow To Promote Inclusive Hiring PracticesWarner BrosHow To Build Diverse TeamsNovartisHow To Hire Top TalentJCPenneyHow To Improve Candidate ExperienceCarvanaHow To Promote Inclusive Hiring PracticesWarner BrosHow To Build Diverse TeamsNovartisHow To Hire Top TalentJCPenneyHow To Improve Candidate ExperienceCarvanaHow To Promote Inclusive Hiring PracticesWarner BrosHow To Build Diverse TeamsNovartisHow To Hire Top TalentJCPenneyHow To Improve Candidate ExperienceCarvanaHow To Promote Inclusive Hiring PracticesView MoreBuild an AIWorkforceA hyper-accurate, elastic recruiting team that scales with your hiring needsClone Your Best RecruiterNoon observes and replicates your sourcing process using RLHF (Reinforcement Learning from Human Feedback)Dynamically Scale Your Recruiting TeamActivate or hibernate your autonomous AI agents based on your hiring needs.Join the CommunitySee the impact our users can't stop talking about.Delightfully effective experience... delivered a principal software engineer to offer within a month. It’s remarkably helpful to access a sophisticated curation of candidates across tough-to-fill roles from the first week! ArielleSr. Tech Recruiter @ Retool --- Enter codeLog inKeeping up with the most recent trends in talent acquisition and recruitingRaymond GuoIn-depth Linkedin Recruiter Review: Based on 100+ Paid Users Experience2025-12-15Raymond GuoIn-depth SeekOut Review: Based on 100+ Paid Users Experience2025-12-15Raymond GuoIn-depth HireEZ (Hiretual) Review: Based on 100+ Paid Users Experience2025-12-15Raymond GuoIs Hiretual the Right AI Recruiting Tool for Your Hiring Team?2025-12-15Raymond GuoAI Recruiting Is Broken and Recruiters Are Paying the Price2025-12-15Raymond GuoHow AI Helps Recruiters Spot Talent Faster2025-12-10Raymond GuoWhy AI Tools Make Hiring Faster and More Fair2025-12-10Raymond GuoThe Hidden Ways AI Improves Your Hiring Results2025-12-10Raymond GuoWhy AI Matters More Than Ever in Talent Acquisition2025-12-10Raymond GuoHow AI Helps You Hire the Right Candidate the First Time2025-12-10Raymond GuoHow AI Is Helping Recruiters Build Better Teams2025-12-10Raymond GuoHow AI Strengthens Every Step of Your Recruiting Workflow2025-12-10Raymond GuoWhat AI Means for Your Job as a Recruiter2025-12-09Raymond GuoHow AI Candidate Screening Eliminates Bias and Speeds Up Hiring2025-12-05Raymond GuoWhat Is Recruiting Automation and How Does AI Improve It?2025-12-04Raymond GuoSmarter Hiring in 2025: The AI Platforms Changing Talent Acquisition2025-12-04Raymond GuoGreenhouse or Noon? 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(“PORTAL”). BY MUTUALLY EXECUTING ONE OR MORE ORDER FORMS WITH PORTAL WHICH REFERENCE THESE TERMS (EACH, AN “ORDER FORM”), YOU (“CUSTOMER”) AGREE TO BE BOUND BY THESE TERMS (TOGETHER WITH ALL ORDER FORMS, THE “AGREEMENT”) TO THE EXCLUSION OF ALL OTHER TERMS. IN ADDITION, ANY ONLINE ORDER FORM WHICH YOU SUBMIT VIA PORTAL'S STANDARD ONLINE PROCESS AND WHICH IS ACCEPTED BY PORTAL SHALL BE DEEMED TO BE MUTUALLY EXECUTED. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF AN ENTITY, THEN YOU REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO BIND SUCH ENTITY TO THE TERMS OF THIS AGREEMENT. IF THE TERMS OF THIS AGREEMENT ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO SUCH TERMS.1. Order Forms; Access to the Service.Upon mutual execution, each Order Form shall be incorporated into and form a part of the Agreement. For each Order Form, subject to Customer's compliance with the terms and conditions of this Agreement (including any limitations and restrictions set forth on the applicable Order Form) Portal grants Customer a nonexclusive, limited, personal, nonsublicensable, nontransferable right and license to internally access and use the Portal product(s) and/or service(s) specified in such Order Form (collectively, the “Service,” or “Services”) during the applicable Order Form Term (as defined below) for the internal business purposes of Customer, only as provided herein and only in accordance with Portal's applicable official user documentation for such Service (the “Documentation”).2. Implementation.Upon payment of any applicable fees set forth in each Order Form, Portal agrees to use reasonable commercial efforts to provide standard implementation assistance for the Service only if and to the extent such assistance is set forth on such Order Form (“Implementation Assistance”). If Portal provides Implementation Assistance in excess of any agreed-upon hours estimate, or if Portal otherwise provides additional services beyond those agreed in an Order Form, Customer will pay Portal at its then-current hourly rates for consultation.3. Support; Service Levels.Subject to Customer's payment of all applicable fees, Portal will provide support, maintenance, and uptime for each Service in accordance with (i) the support package selected by Customer on the applicable Order Form (if any) and (ii) Portal's then-current standard Support and Availability Policy.4. Service Updates.From time to time, Portal may provide upgrades, patches, enhancements, or fixes for the Services to its customers generally without additional charge (“Updates”), and such Updates will become part of the Services and subject to this Agreement; provided that Portal shall have no obligation under this Agreement or otherwise to provide any such Updates. Customer understands that Portal may make improvements and modifications to the Services at any time in its sole discretion; provided that Portal shall use commercially reasonable efforts to give Customer reasonable prior notice of any major changes.5. Ownership; Feedback.As between the parties, Portal retains all right, title, and interest in and to the Services, and all software, products, works, and other intellectual property and moral rights related thereto or created, used, or provided by Portal for the purposes of this Agreement, including any copies and derivative works of the foregoing. Any software which is distributed or otherwise provided to Customer hereunder (including without limitation any software identified on an Order Form) shall be deemed a part of the “Services” and subject to all of the terms and conditions of this Agreement. No rights or licenses are granted except as expressly and unambiguously set forth in this Agreement. Customer may (but is not obligated to) provide suggestions, comments or other feedback to Portal with respect to the Service (“Feedback”). Portal acknowledges and agrees that all Feedback is provided “AS IS” and without warranty of any kind. Notwithstanding anything else, Customer shall, and hereby does, grant to Portal a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid up license to use and exploit the Feedback for any purpose. Nothing in this Agreement will impair Portal's right to develop, acquire, license, market, promote or distribute products, software or technologies that perform the same or similar functions as, or otherwise compete with any products, software or technologies that Customer may develop, produce, market, or distribute.6. Fees; Payment.Customer shall pay Portal fees as set forth in each Order Form (“Fees”). Unless otherwise specified in an Order Form, all Fees shall be invoiced annually in advance and all invoices issued under this Agreement are payable in U.S. dollars within thirty (30) days from date of invoice . Past due invoices are subject to interest on any outstanding balance of the lesser of 1.5% per month or the maximum amount permitted by law. Customer shall be responsible for all taxes associated with Service (excluding taxes based on Portal's net income). All Fees paid are non-refundable and are not subject to set-off. If Customer exceeds any user or usage limitations set forth on an Order Form, then (i) Portal shall invoice Customer for such additional users or usage at the overage rates set forth on the Order Form (or if no overage rates are set forth on the Order Form, at Portal's then-current standard overage rates for such usage), in each case on a pro-rata basis from the first date of such excess usage through the end of the Order Form Initial Term or then-current Order Form Renewal Term (as applicable), and (ii) if such Order Form Term renews (in accordance with the section entitled “Term; Termination”, below, such renewal shall include the additional fees for such excess users and usage.7. Fair Use Policy.To ensure the integrity and efficiency of our services, the unlimited inbound and outbound handling provided under this agreement is subject to fair use. This means that while there are no fixed limits on the volume of candidate applications processed or outbound pipeline recovery performed, the service is intended for reasonable, good-faith use in line with typical hiring practices. Excessive usage that significantly deviates from the average customer usage patterns, disrupts service quality, or impacts system performance may be subject to review, and Portal, Inc. (dba Noon) reserves the right to discuss usage patterns with the Customer to ensure compliance with this policy.7. Restrictions.Except as expressly set forth in this Agreement, Customer shall not (and shall not permit any third party to), directly or indirectly: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Service (except to the extent applicable laws specifically prohibit such restriction); (ii) modify, translate, or create derivative works based on the Service; (iii) copy, rent, lease, distribute, pledge, assign, or otherwise transfer or encumber rights to the Service; (iv) use the Service for the benefit of a third party; (v) remove or otherwise alter any proprietary notices or labels from the Service or any portion thereof; (vi) use the Service to build an application or product that is competitive with any Portal product or service; (vii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (viii) bypass any measures Portal may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service), or (ix) use the Service to run Maillist, Listserv, unsolicited emails or text messages, any form of auto-responder or “spam” on the Services, or use the Service in any way that is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable. Customer is responsible for all of Customer's activity in connection with the Service, including but not limited to uploading Customer Data (as defined below) onto the Service. Customer (a) shall use the Service in compliance with all applicable local, state, national and foreign laws, treaties and regulations in connection with Customer's use of the Service (including those related to data privacy, international communications, intellectual property, SPAM, text messaging, obscenity, defamation, export laws and the transmission of technical or personal data laws), and (b) shall not use the Service in a manner that violates any third party intellectual property, contractual or other proprietary rights.8. Customer Data.For purposes of this Agreement, “Customer Data” shall mean any data, information or other material provided, uploaded, or submitted by Customer to the Service in the course of using the Service. Customer shall retain all right, title and interest in and to the Customer Data, including all intellectual property rights therein. Customer, not Portal, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data. Customer represents and warrants that it has all rights necessary to provide the Customer Data to Portal as contemplated hereunder, in each case without any infringement, violation or misappropriation of any third party rights (including, without limitation, intellectual property rights and rights of privacy). Portal shall use commercially reasonable efforts to maintain the security and integrity of the Service and the Customer Data. Portal is not responsible to Customer for unauthorized access to Customer Data or the unauthorized use of the Service unless such access is due to Portal's gross negligence or willful misconduct. Customer is responsible for the use of the Service by any person to whom Customer has given access to the Service, even if Customer did not authorize such use. To the extent that the Customer Data includes any personal information, (i) Portal will process, retain, use, and disclose such personal information only as necessary to provide the Services hereunder and as otherwise permitted under this Agreement, which constitutes a business purpose, (ii) Portal agrees not to sell such personal data, to retain, use, or disclose such personal data for any commercial purpose other than the foregoing purposes, or to retain, use, or disclose such personal data outside of the scope of this Agreement. Portal understands its obligations under applicable data protection laws and will comply with them. Customer agrees and acknowledges that Customer Data may be irretrievably deleted if Customer's account is ninety (90) days or more delinquent. Notwithstanding anything to the contrary, Customer acknowledges and agrees that Portal may (i) internally use and modify (but not disclose) Customer Data for the purposes of (A) providing the Service to Customer and (B) generating Aggregated De-Identified Data (as defined below), and (ii) freely use, retain and make available Aggregated De-Identified Data for Portal's business purposes (including without limitation, for purposes of improving, testing, operating, promoting and marketing Portal's products and services). “Aggregated De-Identified Data” means data submitted to, collected by, or generated by Portal in connection with Customer's use of the Service, but only in aggregate, de-identified form which can in no way be linked specifically to Customer.9. Confidentiality. During the Term, a party (“Recipient”) may be provided confidential or proprietary information of the other party (“Discloser”), including job descriptions, hiring requirements, processes, criteria, policies, priorities, resources, methods, plans, customer lists, and other business information that the Discloser designates as confidential or the Recipient knows or reasonably should know is considered by the Discloser to be confidential or proprietary in nature (“Confidential Information”). The Recipient agrees, during and after the Term, not to use any of the Discloser's Confidential Information except for the purposes of this Agreement and not to disclose such information to any third party or to assert an ownership interest in such information. Further the Recipient agrees to take all reasonable precautions to prevent unauthorized or inadvertent disclosure of such, and to be responsible for any breach of these obligations by its officers, directors, contractors, or employees hereunder. Customer Confidential Information includes selection criteria provided to Portal used by Customer to select Candidates, including Customer's specific hiring requirements, policies, priorities, and resources. Notwithstanding anything to the contrary, Confidential Information does not include information available to the public without restriction on its use, information rightfully provided to the Recipient by a third party under no duty to the Discloser to maintain it in confidence, information rightfully in the Recipient's possession without restriction on use or disclosure prior to disclosure by the Discloser, or information independently developed by the Recipient without use of or reference to the Discloser's Confidential Information. Recipient may disclose any information that it is required to disclose in response to a court order, subpoena or other legally binding process; provided that, to the extent legally permissible, the Discloser is provided prior written notice of, and an opportunity to contest, such requirement. Neither party will disclose the terms and conditions of this Agreement to any third party, except to their bona fide prospective investors and/or acquirers.10. Third Party Services.10.1 Customer's Third Party Integrations. Customer acknowledges and agrees that (i) the Service may operate on, with or using application programming interfaces (APIs) and/or other services operated or provided by third parties (e.g., other vendors of Customer) (“Customer Third Party Integrations”), (ii) the availability and operation of the Service or certain portions thereof may be dependent on Portal's ability to access such Customer Third Party Integrations, and (iii) Customer's failure to provide adequate access or any retraction of permissions relating to such Customer Third Party Integrations may result in a suspension or interruption of the Service. Customer hereby represents and warrants that it has all rights, licenses, permissions and consents necessary to connect, use and access any Customer Third Party Integrations that it integrates with the Service, and Customer shall indemnify, defend and hold harmless the Portal for all claims, damages and liabilities arising out of Customer's use of any Customer Third Party Integrations in connection with or through the Service. Portal cannot and does not guarantee that the Service shall incorporate (or continue to incorporate) any particular Customer Third Party Integrations and does not make any representations or warranties with respect to Customer Third Party Integrations. Customer is solely responsible for procuring any and all rights necessary for it to access Customer Third Party Integrations (including any Customer Data or other information relating thereto) and for complying with any applicable terms or conditions thereof. Any exchange of data or other interaction between Customer and a third party provider is solely between Customer and such third party provider and is governed by such third party's terms and conditions.11. Term; Termination. This Agreement shall commence upon the date of the first Order Form, and, unless earlier terminated in accordance herewith, shall last until the expiration of all Order Form Terms. For each Order Form, unless otherwise specified therein, the “Order Form Term” shall begin as of the effective date set forth on such Order Form, and unless earlier terminated as set forth herein, (x) shall continue for the initial term specified on such Order Form (the “Order Form Initial Term”), and (y) following the Order Form Initial Term, shall automatically renew for additional successive periods of equal duration to the Order Form Initial Term (each, a “Order Form Renewal Term”) unless either party notifies the other party of such party's intention not to renew no later than thirty (30) days prior to the expiration of the Order Form Initial Term or then-current Order Form Renewal Term, as applicable. In the event of a material breach of this Agreement by either party, the non-breaching party may terminate this Agreement by providing written notice to the breaching party, provided that the breaching party does not materially cure such breach within thirty (30) days of receipt of such notice. Without limiting the foregoing, Portal may suspend or limit Customer's access to or use of the Service if (i) Customer's account is more than sixty (60) days past due, or (ii) Customer's use of the Service results in (or is reasonably likely to result in) damage to or material degradation of the Service which interferes with Portal's ability to provide access to the Service to other customers; provided that in the case of subsection (ii): (a) Portal shall use reasonable good faith efforts to work with Customer to resolve or mitigate the damage or degradation in order to resolve the issue without resorting to suspension or limitation; (b) prior to any such suspension or limitation, Portal shall use commercially reasonable efforts to provide notice to Customer describing the nature of the damage or degradation; and (c) Portal shall reinstate Customer's use of or access to the Service, as applicable, if Customer remediates the issue within thirty (30) days of receipt of such notice. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, accrued payment obligations, ownership provisions, warranty disclaimers, indemnity and limitations of liability. For clarity, any services provided by Portal to Customer, including any assistance in exporting the Customer Data, shall be billable at Portal's standard rates then in effect.12. Relationship and Assumption of Risk.12.1 Independent Contractor. Portal is an independent contractor. Nothing herein shall be deemed or construed to create a relationship of principal and agent or of employer and employee between the parties, or to create a partnership, joint venture, or similar relationship between the parties. Customer acknowledges that Portal's services are being retained only in connection with Customer's own process of reviewing applicants for employment with Customer and that Portal's Services will not be used by Customer to provide any type of assessment of any Candidate to any other entity or for the purpose of placing any Candidate in a job with any other entity. 12.2 Assumption of Risk. Customer is solely responsible for determining whether and how to use the List of Candidates in its hiring decisions and for its hiring decisions. Customer assumes all risks arising from Customer's hiring and employment activities and decisions. Customer releases and agrees to defend, indemnify, and hold Portal harmless from and against all third party claims asserted against Portal, and any judgment or liability imposed against Portal pursuant to such claims, to the extent such claims arise out of Customer's hiring and/or employment activities and/or decisions.12.3 Indemnification. Each party (“Indemnitor”) shall defend, indemnify, and hold harmless the other party, its affiliates and each of its and its affiliates' employees, contractors, directors, suppliers and representatives (collectively, the “Indemnitee”) from all liabilities, claims, and expenses paid or payable to an unaffiliated third party (including reasonable attorneys' fees) (“Losses”), that arise from or relate to any claim that (i) the Customer Data or Customer's use of the Service (in the case of Customer as Indemnitor), or , or (ii) the Service (in the case of Portal as Indemnitor), infringes, violates, or misappropriates any third party intellectual property or proprietary right. Each Indemnitor's indemnification obligations hereunder shall be conditioned upon the Indemnitee providing the Indemnitor with: (x) prompt written notice of any claim (provided that a failure to provide such notice shall only relieve the Indemnitor of its indemnity obligations if the Indemnitor is materially prejudiced by such failure); (y) the option to assume sole control over the defense and settlement of any claim (provided that the Indemnitee may participate in such defense and settlement at its own expense); and (z) reasonable information and assistance in connection with such defense and settlement (at the Indemnitor's expense). The foregoing obligations of Portal do not apply with respect to the Service or any information, technology, materials or data (or any portions or components of the foregoing) to the extent (i) not created or provided by Portal (including without limitation any Customer Data), (ii) made in whole or in part in accordance to Customer specifications, (iii) modified after delivery by Portal, (iv) combined with other products, processes or materials not provided by Portal (where the alleged Losses arise from or relate to such combination), (v) where Customer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or (vi) Customer's use of the Service is not strictly in accordance herewith.13. Disclaimer. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND ARE WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE, USAGE OF TRADE, OR COURSE OF DEALING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.14. Limitation of Liability. EXCEPT FOR THE PARTIES' CONFIDENTIALITY AND INDEMNIFICATION OBLIGATIONS AND FOR CUSTOMER'S BREACH OF SECTION 7, IN NO EVENT SHALL EITHER PARTY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE FEES PAID (OR PAYABLE) BY CUSTOMER TO PORTAL HEREUNDER IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO A CLAIM HEREUNDER.15. Miscellaneous. This Agreement (including all Order Forms) represents the entire agreement between Customer and Portal with respect to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between Customer and Portal with respect thereto. In the event of any conflict between these Terms and an Order Form, the Order Form shall control. The Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of law rules, and the parties consent to exclusive jurisdiction and venue in the state and federal courts located in San Francisco, California. All notices under this Agreement shall be in writing and shall be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Notices must be sent to the contacts for each party set forth on the Order Form. Either party may update its address set forth above by giving notice in accordance with this section. Except as otherwise provided herein, any provision of this Agreement may be amended or waived only by a writing executed by both parties. Except for payment obligations, neither party shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond such party's reasonable control, including, without limitation, the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks; Internet failure; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes lock-outs or labor disruptions; any laws, orders, rules, regulations, acts or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts. Neither party may assign any of its rights or obligations hereunder without the other party's consent; provided that (i) either party may assign all of its rights and obligations hereunder without such consent to a successor-in-interest in connection with a sale of substantially all of such party's business relating to this Agreement, and (ii) Portal may utilize subcontractors in the performance of its obligations hereunder. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and attorneys' fees. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of either party to act with respect to a breach of this Agreement by the other party shall not constitute a waiver and shall not limit such party's rights with respect to such breach or any subsequent breaches.team@noon.aiLinksBlogTerms and ConditionsPrivacy PolicyAll rights reserved | Portal 2023