Terms & Conditions
These Terms (together with the terms of any applicable Application Form) are between the Company and the Client, and govern the obligations of both parties under any contract for the provision of the Services. These Terms shall take immediate effect in substitution of all previous terms relating to the contents hereof, whether written, oral or implied between the Company and the Client. These Terms are deemed to be accepted by the Client upon the application for or opening of an account with the Company for the purpose of providing Services. No variation or alteration to these Terms shall be valid unless expressly agreed and confirmed in writing by a Director of the Company.
TERM OF CONTRACT AND PAYMENT TERMS
The Client shall be the primary and legal operator of the Website.
The term of contract shall be ongoing for the Minimum Term from initial sign up.
The Minimum Term shall apply on a per Website basis.
Payment shall be made monthly in advance by credit/debit card. The ongoing cost will be dependent on the chosen pricing plan. The Client may switch their plan at anytime up to a maximum of 1 change per monthly period with the changes taking effect at the next billing period.
Any changes to the Company’s published pricing schedule will be communicated to the Client within a minimum of 30 days prior to the change.
Payment for due invoices will be taken automatically on each monthly or annual anniversary date.
Unpaid invoices will result in the suspension of the Website.
An administration charge of $50 will be made for the un-suspension of a Website, along with the payment of any unpaid invoices.
The Company may, at its discretion, require the Client to pay 2 or more month’s hosting in advance following the late payment of an invoice.
The Product may not be resold or “white-labelled” without prior and written agreement by the Director of the Company.
CHARGES & PAYMENTS
All purchases made on CarWash Careers will be handled by the Company’s eCommerce portal.
On the month anniversary of the site creation, a monthly statement is produced. The statement comprises: Next period’s Plan cost
eCommerce transactions charges
Job revenue retained as budget for network applications
Unspent retained network budget credit for jobs expired
Excess retained network budget credit for jobs posted
Revenue earned by the Client providing applications to the network
Revenue earned by the Client from End Users via the Company’s eCommerce portal
Customers: The Company shall issue the Client a monthly Self-Billing VAT Invoice, or a Self-Billing Invoice if the Client is not registered for VAT, which will include the value of monies owing to the Client. It will detail any output tax the Client needs to declare to HM Revenue and Customs (HMRC) as well as the Clients company name, address and, where applicable, VAT registration number and all other details which constitute a full VAT invoice. The Client agrees to accept the Self Billing Invoices raised by the Company on their behalf from the date of acceptance of these terms for the duration of the use of the JobBoard.com service. The Client agrees not to raise sales invoices for the transactions covered by these Terms.
Both parties agree to immediately notify the other of the following: • Change in their VAT registration number • Cease to be VAT registered • Sell their business, or part of their business
The Company agrees to notify the Client of the following: • If the Company outsources the self-billing invoices to a third party. UK Customers: The Company shall issue the Client a monthly Self-Billing Invoice which will include the value of monies owing to the Client. The Client agrees to accept the Self Billing Invoices raised by the Company on their behalf from the date of acceptance of these terms for the duration of the use of the JobBoard.com service. The Client agrees not to raise sales invoices for the transactions covered by these Terms. There will be a total charge of £5 per month to the Client for Sterling eCommerce transactions. For other listed currencies a percentage fee plus a fixed amount will be applied to the gross of each transaction with a minimum charge or $5/€5 per month as follows: A$ 5% + 30¢ US$ 4% + 30¢ EUR € 4.5% + 35¢ Self-Billing Invoices & revenue earned by the Client from End Users via the Company’s eCommerce portal (as per Monthly Statement, see 16.) will be offset against monies due to the Company, and the remainder paid within 30 days of the Monthly Statement date. Whilst the Company make all endeavours to ensure fraudulent credit/debit card transactions are blocked from use on the Client’s job board, any fraudulent credit/debit card transactions identified by the bank will be refunded without question (as per banking regulations), and the Client shall be liable for any bank fee. TAX
CarWashCareers.com will charge End-Users making purchases on the Client website tax at the rate set by the Client in the Administration Portal. It is the responsibility of the Client to ensure that their tax status, rates and other legal information is up-to-date on the Website and in the Administration Portal at all times. It is the responsibility of the Client to make their own tax filings and payments as required by the laws of the countries in which the Client and/or Website operates.
In the event that a Client shall choose to provide a refund to an End User, the transaction shall be performed directly between the Client and the End User. Neither JobBoard.com nor the systems provided by JobBoard.com will be involved in the transaction, and payments through JobBoard.com will continue unaltered.
To facilitate usage of the Network, jobs shall be subject to a minimum charge rate. The Client will not be able to set the job credit cost below this rate. Minimum charge rates are determined by the Company based upon market conditions, and may change from time-to-time. Such changes will be published 30-days in advance of them coming into effect.
It is compulsory that all JobBoard.com Websites are members of the Network. There is no charge for membership to the Network. The Website shall display all jobs from the Network relevant to the Website audience, as set by the Client via the Administration Portal. The Client shall be eligible for receipt of an application fee for each Qualified Application made through the Website to a Network job. Application fees are paid at Market Rate, as fairly determined by JobBoard.com. Application fees are variable, and may alter per application. All jobs posted to the Website will be distributed to the Network with a Network Budget of 50% of the job purchase price. Any Network member with a corresponding audience base is eligible to advertise the End User’s job. All applications will be made through the Client’s website. Jobs may receive applications from the Network, and for which an application fee will be paid by the Client. The fee shall be taken from the Network Budget. At the point that the Network Budget is depleted, no further applications will be purchased from the Network, and the Client will not be liable for any further Network costs. Unspent Network Budget is released and made available for payment to the Client at the first monthly statement following the expiry of the given job. Any fraudulent applications found to be made by the Client to Network jobs will result in immediate suspension of the Website and Termination of the contract. SUPPORT
All support will be provided via email and will be responded to during normal business hours only. Updates to JobBoard.com will be performed on a periodic basis. These updates will include a combination of bug fixes and feature enhancements, with the content of the release being published via the Administration Portal. Where support is provided by the Company, the Company will provide technical support for the most recent update or version of the Software associated with the Product. From time to time, the Company may provide support for an older version(s), however the Company reserves the right to suspend or terminate such support at any time, with or without notice. The Client may submit requests for product enhancements via the Administration Portal. The consideration, implementation and timing of such enhancements are at the discretion of the Company.
The CarWashCareers.com infrastructure is hosted on Godaddy-hosting platform, and is built as a series of resilient web applications. Each part of the CarWashCareer.com product is hosted on multiple instances, and across multiple locations.Any action by the Client whilst using the Product that breaches the terms of a third-party supplier will be considered a breach of these terms. The hosting centre employed for provision of the Product to the Client is at the discretion of the Company. The hosting centre may be changed by the Company if so required for either commercial or operational reasons.
All data from your database, along with file storage used by your site, is backed-up on a daily basis and kept in secured cloud storage. Data backups are retained for 30-days. The resilient nature of the Azure hosting means it is unlikely a restoration from these backups will ever be required, but they are retained to ensure absolute cover.
UPDATES & DOWNTIME
From time to time, the Company may update the software associated with the Product for many reasons, including but not limited to, (a) to fix bugs or problems in previous versions; and/or (b) to enhance functionality or features. The Company makes no warranty that such updates will not affect your use of the Product or introduce new but unknown bugs into the software. Further, the Company shall not be responsible for the effect an update has on any code not provided by the Company and any modifications to such code to restore functionality shall be Client’s sole responsibility and cost. Updates to the Software will be released as and when available at no extra cost to the Client. However, some optional new features may require unlocking for which there may be an unlock or recurring fee. Updates are mandatory, but it remains at the discretion of the Client as to whether they use any new product features that are provided as part of an update. Any downtime due to updates will be minimal. In many cases updates will not require any downtime. The Company hosts the Product on resilient Microsoft Azure cloud servers, and uses an architecture designed to ensure maximum reliability and up-time. Whilst downtime is rare, it is the nature of the Internet architecture that it may occur from time-to-time. The liabilities of the Company in this area are restricted by the Limitation of Liabilities.
The Product shall not be used for the purposes of the publication of indecent or offensive content. Included within this definition is pornography; sexist, racist, religious language; swearing; and any other provocative content. It is the responsibility of the Client to ensure that jobs advertised are genuine, are not published for the purpose of scamming and do not infringe any discriminatory or employment laws. A given job advert may only advertise one job role in one location. Each Website shall display a textual hyperlink to the JobBoard.com website.
The Client agrees that the Software and Website produced shall only be used for lawful purposes and shall not intentionally use the service for the transmission of any material which is in violation of any law or regulation in any country that the Website or Client operates, or which is defamatory, obscene or in breach of third party intellectual property rights (including copyright).
FAIR USAGE POLICY
When selecting the UNLIMITED plan if, in the Company’s reasonable opinion, the Client is exceeding what we would commonly expect to be reasonable volumes of usage and traffic, we may consider it appropriate to offer you an alternative pricing plan applicable to your usage. If having offered you an alternative you do not agree to move to the new plan we reserve the right to terminate your service immediately.
The Client may, at their discretion, offer End Users services in addition to those provided by the Product. The provision of the additional services shall be separate to those provided by the Company and shall be via a direct relationship between the Client and the End User. Payment for such services will be made external to the Product.
The Client undertakes not to deliberately pass-off the Product as their own, or that from another provider. The JobBoard.com preview domains may only be used for internal use by the Client, and may not be published for use by End Users. Such publication would be considered ‘passing off’ and would result in suspension of the Website. The use of any site name or domain name that infringes an existing trading name or trademark of any company within the Aspire Media Group is prohibited. The Client shall not infer any relationship exists between the Client and the Company beyond that of a supplier-customer relationship.
APPLICATION PROGRAMMING INTERFACES (APIs)
As part of the Product, the Company makes available a number of APIs. The use of these APIs shall be in accordance with these terms and conditions. The Client is responsible for the actions of any third-parties in relation to usage of the Product, to whom it provides access to the Website APIs.
The contract may be terminated by either party where there is or has been a persistent breach of any provisions of this Contract or a material breach of this Contract and, with regard to any material breach, the party in breach fails to remedy the same within 14 days of written notice from the other demanding such remedy. In such cases the contract will be terminated immediately on written notice from the other. Upon termination of this Contract for any reason, each party shall (except to the extent permitted or required to exercise or perform its continuing rights, licences or obligations hereunder) return to the other party all property of the other party (including any specifications, drawings and information provided by either party to the other) then in its possession, custody or control and shall not retain any copies of the same. Termination or expiry of this Contract shall not affect any rights of either party in respect of any antecedent breach of this Contract by the other party nor shall it affect any accrued rights or liabilities (or the coming into force of any accrued rights or liabilities) of either party. The provisions of those clauses intended to have continuing effect shall continue in full force and effect following the termination or expiry of this Agreement. Prior to the completion of the Minimum Term, the Client may request the removal of their Website. In these circumstances: The Client will be required to make immediate payment for invoices covering the remaining term of their contract The site will be removed within 3-working days The Client will remain liable for all transactions for jobs already published to the Network, up to the Network Budget After the Minimum Term has passed, the Client may request the termination of their contract and the removal of their Website. In these circumstances: The Client will remain liable for all transactions for jobs already published to the Network, up to the Network Budget The site will be removed within 3-working days A manual termination statement will be provided within 2-months, with payment either being made by the Client to the Company, or by the Company to the Client within 1-week of receipt of the Termination Invoice.
The Company has a strict “anti-spam” policy. The sending of unsolicited messages via the Administration Portal or any of the JobBoard.com systems will result in immediate suspension of the Website, and termination of the contract.
LIMITATION OF LIABILITIES
The Company, its employees or agents shall not be liable for any consequential damage or loss (including, without limitation, consequential loss of profits or business opportunity) caused to, or suffered by, the Client as a result of, or arising out of, any fault, defect or error in the services or operation of the Software or Website or for any breach of employment or other legislation caused by the Client. Subject to the above paragraph, the Company’s total aggregate liability in respect of any and all claims (whether arising out of one or more incidents and whether in respect of the negligence of the Company) by the Client arising out of or in respect of the services or the use of the Software or the Website (other than in respect of death or personal injury caused by the negligence of the Company, its employees or agents or any fraud) shall in no circumstances exceed the total of the charges paid or payable by the Client in respect of the original products and/or services provided (or to be provided) under this Contract. This Clause shall survive termination of this agreement for any reason whatsoever.
Any Intellectual Property (including, without limitation, rights to and any interest in, any patent, design, trade mark, copyright, know how, trade secret and any other proprietary right or form of intellectual property (whether protectable by registration or not), customer list, Client/Agency agreement, specification, formula, drawing, program, design, system, process, logo, mark, or style) (“Intellectual Property”) which is not developed under these Terms, but which is used for the purposes of these Terms (“Current Intellectual Property”), will remain the property of its current owner.
Intellectual Property, including any modifications or addition to Current Intellectual Property, which is created, made or discovered by the Company in the course of the Company providing the Services, will be the absolute property of the Company without the need for any party to execute any further document, provided that nothing in this clause will vest in the Company any proprietary rights in, or prevent the Client from using, either for the Company or any other customer, any techniques, knowledge, information practices or codes which are: generic in nature and were known to the Client prior to the date of these Terms; or developed by the Client during the Term of this Agreement and relate to standard practices adopted within the industry to which the Services relate. The relationship between the Company and the Client is, and will be for all purposes, that of a company and independent business, and nothing in these Terms will be taken as constituting any other relationship
The Company warrants in favour of the Client that it has developed and created the Software (including the Standard Product) and Website without infringing any of the proprietary rights, title, intellectual property rights including but not limited to any trademark, copyright, patent or design rights of any third party in so doing. The Company further warrants and undertakes to the Client that: it is able to enter into this Contract and fulfil all its obligations set out herein; and all services and products will be supplied with reasonable care and skill and by means of appropriately qualified and skilled personnel; and all materials created in connection with the Services, including without limit all material published on the Website (excluding any content supplied by the Client), shall not infringe any third party rights. The Company shall indemnify and keep indemnified and hold the Client harmless from and against all liabilities, losses, damages, costs, claims and expenses whatsoever (including legal costs and expenses) incurred or suffered by the Client howsoever arising out of or in connection with any action, claim, suit, demand, or proceedings (including any sums paid by the Client whether before or after the commencement of legal proceedings) made or brought against the Client by a third party in respect of any of the products or services provided by the Company, or otherwise as a result of the Company’s negligence, act or omission or any breach by or on behalf of the Company of any of its obligations, warranties or undertakings set out in this Contract and no limitation on liability set out in this Contract shall apply to or have any effect in respect of this clause. The Client warrants in favour of the Company that as far as it is aware materials including but not limited to logos, graphics, icons, image, photos, animations, video, audio music and text supplied to the Company by the Client do not infringe any of the intellectual property rights, proprietary rights, title, trademark, copyright, patent or design rights of any third party. The Client warrants that as far as it is aware any personal data held on individuals on the Website is held with the individual’s knowledge or consent and is subject to the provisions of the Data Protection Act, with whom the Client holds current registration.
DATA PROTECTION AND LEGAL OBLIGATIONS
It is the responsibility of the Client to ensure that they are registered according to the Data Protection laws of the countries in which they and/or the Website operate. It is the responsibility of the Client to ensure that they comply with all laws related to the operation of an online CarWash Careers within the countries in which they and/or the Website operate. For security purposes and the avoidance of fraud, the Company logs the IP addresses of all Clients and End Users. The Company reserves the right to collect, review and publish anonymous usage and trend statistics gathered from usage of the Website. Any such publication would be done in a manner such that the originating source Website cannot be determined.
A party to the Terms of Business shall not be liable for any delay in or failure of performance if: that delay or failure arises from circumstances or events beyond that party’s reasonable control or foresight (‘a Force Majeure Event’); and it has taken all reasonable measures with the object of avoiding or minimising the delay or impact of the Force Majeure Event; and the party claiming the benefit of a Force Majeure Event has promptly given notice to the other party of the nature of the Force Majeure Event, an estimate of the duration of Force Majeure Event and the probable extent to which that party shall be unable to observe or perform its obligations under these Terms of Business. If any Force Majeure Event continues for a period of 14 days, the party not in default shall be entitled to terminate this Contract without liability.
All notices, requests, demands, consents, approvals or other communications (each a ‘Notice’) in relation to either party or otherwise shall be in writing and shall be delivered by electronic mail or prepaid registered post or in person or transmitted by facsimile to the addresses or facsimile numbers set out in the party’s details or such other address or facsimile number as the addressee may specify.
Any provision of these Terms of Business which is prohibited or unenforceable in any applicable jurisdiction shall be ineffective in that jurisdiction to the extent of the prohibition or unenforceability. Such prohibition or unenforceability shall not invalidate the remaining provisions of these Terms of Business nor affect the validity or enforceability of that provision in any other jurisdiction.
This Contract shall constitute the entire agreement between the parties in relation to its subject matter and shall supersede all prior agreements and understandings between them with reference to the subject matter of this agreement.
Except as otherwise expressly provided in these Terms of Business, no waiver in whole or in part of any of the provisions of this Agreement shall be valid or binding on a party unless in writing and duly executed by that party. Any waiver shall apply to the particular occasion in question and shall not be continuing and shall not constitute a waiver of any other provision.
This agreement, its interpretation, breach and enforcement shall be governed and construed in accordance with the laws of America.