CareersinAudit Group Advertiser T&Cs
Advertiser Terms & Conditions – CareersinAudit Group
24th May 2018
Terms of Business for Advertisers on CareersinAudit.com, CareersinRisk.com, CareersinCompliance, CareersinCyberSecurity and CareersinAudit Asia Pacific ("Terms of Business")
These Terms of Business, together with the terms of any agreement form (the "Agreement Form") and any specification(s) ("Specification(s)") will apply (without limitation) to any agreement between us for the sale or hire of products or services to you ("Agreement"). Please read these Terms carefully and make sure that you understand them, before ordering any products or services from our Websites. Please note that before placing an order you will be asked to agree to these Terms. If you refuse to accept these Terms, you will not be able to order any products or services from us.
We may amend these Terms of Business from time to time as set out in clause 4. Every time you wish to order products or services, please check these Terms to ensure you understand the terms which will apply at that time.
1. INFORMATION ABOUT US
We operate the websites www.careersinaudit.com, www.careersinrisk.com, www.careersincompliance.co.uk, www.careersincybersecurity.co.uk and www.careersinaudit.com.au (“the Websites”). We are CareersinAudit.com Limited, a company registered in England and Wales under company number 05521948 with our registered office at 12 Hammersmith Grove, London, W6 7AP, United Kingdom and registered in Australia as CareersinAudit.com Limited under ABN 25 147 918 492, with our registered office at Suite 4, Level 12, 115 Pitt Street, Sydney, NSW 2000, Australia.
For the purposes of the Terms of Business, any references to “we” or “us” or “our” are references to CareersinAudit.com Limited or our successors or assigns.
You may contact us by telephoning our customer service team at +44(0)20 7553 6350 or by emailing us. If you wish to give us formal notice of any matter in accordance with these Terms of Business, please see clause 20.
The details provided by you on registration as a user of the Websites are important and must be true, complete and correct. You agree to notify us immediately of any changes which are relevant to your registration by emailing us.
3. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
You may place orders for products and services from us by confirming a booking by email or completing and signing an agreement form (the "Agreement Form") and returning this to us by email here (an "Order") or to your account manager's email address.
After you place an Order you may receive an e-mail from us acknowledging that we have received your Order. However, the Order shall only be deemed accepted when we issue written acceptance of the Order to you by email at which point the Agreement between us shall come into existence (the “Effective Date”). The Agreement will expire upon the earlier of: (i) the expiration of one year from the Effective Date; or (ii) the expiration of the latest period of the product(s) and services being purchased by you from us as set out in the Agreement Form.
4. OUR RIGHT TO VARY THESE TERMS
We may amend these Terms of Business from time to time. Please look at the top of this page to see when these Terms of Business were last updated. Every time you order products or services from us, the Terms of Business in force at the time of your Order will apply to the Agreement between you and us.
Without limitation, we may revise these Terms of Business as they apply to your Order from time to time to reflect changes in relevant laws and regulatory requirements.
5. YOUR INFORMATION
We will respect your information and undertake to comply with all applicable UK and EU data protection legislation currently in force. Other than as requested by law or as permitted by these Terms of Business, we will not disclose your registration as a user of the Websites to any third party without your permission. We do not share personal information with third parties for marketing purposes. In order to maintain the integrity of the Websites, we reserve the right to forward contact details to any regulatory authorities when requested to do so including the police. We may also forward contact details where a complaint arises concerning your use of the Websites and where that use is deemed to be inconsistent with these conditions.
6. INTELLECTUAL PROPERTY RIGHTS
Nothing in these Terms of Business shall take effect so as to give you any rights in relation to any of the intellectual property rights in the Website, including copyright and trademarks other than the limited rights of use set out in these Terms of Business. You acknowledge that, in respect of any third party intellectual property rights, your use of any such intellectual property rights may be conditional on us obtaining a licence from the relevant licensor on such terms as will entitle us to license such rights to you.
Notwithstanding the above, any job postings placed on the Websites by you and all intellectual and other proprietary rights therein are and will at all times remain your property.
You hereby indemnify us against any and all liability for any and all any infringement or other breach of any of the intellectual property rights contained on the Websites that is caused by your failure to abide by these Terms of Business.
7. OUR OBLIGATION TO YOU
We shall have the right to make any changes to the products and services detailed on your Order which are necessary to comply with any applicable law, safety or other requirement.
8. YOUR OBLIGATIONS TO US
- to create a database made up of any of the content of the Websites;
- to disseminate, display, transmit, distribute or link to any material which is abusive, defamatory, offensive or obscene or of a menacing character or which may, in our judgment, cause annoyance or inconvenience or anxiety to any person or which applauds, encourages or entices abuse, discrimination or criminal activity. You also agree that age, gender, ethnicity or any other such information provided by an applicant will not be used in any employment-related decision;
- to gain or seek unauthorised access to other computer systems;
- to create a rival offering or website using any content, including user data and CVs, obtained under licence from us, or to direct traffic away from the Websites to a website or other offering of your own in a manner not permitted by the Websites;
- to resell any of the products and services that you purchase from us including, without limitation, any postings or any CV database access to any third party unless we otherwise agree in writing from time to time;
- to copy, modify or reverse engineer any part of the Websites; or
- in such a way that you cause a whole or part of the Websites or such services to be interrupted, damaged, rendered less efficient or in any way impaired.
You agree that you and each party under your control will not use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, avatars or intelligent agents) to navigate or search the Websites (other than the search engine and search agents available from us on the Websites) apart from generally available third-party web browsers.
You agree that you will take full responsibility for the use of the Websites made by you and your subcontractors and agents and you accept liability under these Terms of Business for all third-party use of the Websites permitted by you.
9. DATA PROCESSING OBLIGATIONS
As you will be aware, we have various legal obligations and responsibilities in relation to personal data of which we are a data controller under the Data Protection Act 1998 (“Personal Data”). In the course of using the Websites, you will have access to and may be required to process Personal Data on our behalf. You agree to comply with the data processing obligations set out in this clause 9.
- You shall process Personal Data only to the extent, and in such a manner, as is necessary for use of the products and services that we are to provide to you under this Agreement, and in accordance with our instructions from time to time, and you shall not process Personal Data for any other purpose nor make the Personal Data available to any third party. You shall comply at all times with the Data Protection Act 1998 (the "DPA"), the Privacy and Electronic Communications Regulations 2003, the EU General Data Protection Regulation (GDPR) and all other applicable laws, enactments, regulations, orders, standards and other similar instruments, each as may be amended from time to time.
- You acknowledge that for the purposes of the DPA and GDPR, we shall be a data controller, and you shall be a data processor of any Personal Data which you process as part of your use of the products and services, or to which you otherwise have access. You shall promptly comply with any request from us requiring you to amend, transfer, delete and/or provide to us a copy of any Personal Data held by it, in the format and on the media reasonably specified by us.
- You shall take appropriate technical and organisational measures against unauthorised or unlawful processing, accidental loss or destruction of, or damage to any Personal Data which you may process as a part of your use of the products and services or to which you otherwise have access including any measures which we may specifically require from time to time. You shall promptly inform us if any Personal Data referred to in this clause is lost or destroyed or becomes damaged, corrupted or unusable.
Interaction with Data Subjects
- You shall provide us with full co-operation and assistance in relation to any complaint, notice, request or communication relating directly or indirectly to any Personal Data, and shall promptly inform us if any such complaint, notice, request or communication is received by you.
- You shall only collect Personal Data from any individual if required to do so as part of your use of the products and services and in the form and/or the manner specified by us from time to time.
Disclosure and Transfers of Personal Data
- You shall not, except at our specific written request or as required by law
- (subject to clause 9.9) disclose any Personal Data to any third party (including the data subject) or authorise any third party to process the Personal Data; or
- transfer any Personal Data outside the European Economic Area.
- You shall restrict disclosure of Personal Data to those of your employees who need access to the Personal Data to use the products and services supplied under this Agreement and then only to the extent so required, and shall ensure such employees have undergone appropriate data protection training and are aware of and comply with these Data Processor Obligations.
- You shall not sub-contract your obligations in relation to Personal Data, except (i) with our prior written consent; (ii) on written terms which substantially reflect these Data Processor Obligations; and (iii) on condition that you shall be liable for any breach of these Data Processor Obligations by the sub-contractor.
Compliance with these Data Processor Obligations
- You agree that you shall, whenever requested by us, provide written confirmation of the steps taken by you to comply with these Data Processor Obligations and (on reasonable notice and within normal working hours) permit us to inspect your systems relating to the processing of Personal Data by you.
- You agree to indemnify and keep indemnified us against all costs, claims, damages or expenses incurred by us for which we may become liable (including legal costs) due to any failure by you to or your employees, sub-contractors or agents to comply with any of these Data Processor Obligations.
You agree to maintain the confidentiality of the terms of our Agreement, including the price(s) agreed between us and any user information which is provided solely to you, and to keep any negotiations or other information connected in or otherwise related to our Agreement in strict confidence and not to disclose such information to any third party. The disclosure or use of such confidential information by you in violation of the provisions of this clause would cause irreparable injury to us therefore in such an event we, in addition to any other remedies we may have, will be entitled to injunctive relief.
11. LIMITATION OF LIABILITY
You understand and acknowledge that we provide the Websites only as a gateway for users to review opportunities in and information about the auditing, risk or compliance sectors and we do not seek to or have any control (beyond the limited editorial rights pursuant to the Terms) over submissions or their accuracy, quality or truthfulness, nor in respect of any breach of confidence, privacy or defamation contained therein, and nor do we have any involvement in the negotiation or conclusion of any contract of employment arising from any information submitted to the Websites.
We shall not be liable to you or to any third party, whether in contract or tort (including negligence), breach of statutory duty or otherwise arising under or in connection with the Agreement, for any loss or damage including loss of profits, sales, business or revenue; loss or corruption of data, information or software loss of business opportunity; loss of anticipated savings; loss of goodwill; or any cost of replacement services or indirect, consequential, incidental or special losses or damages of any kind or nature whatsoever.
Subject to the above, our total liability to you in respect of all losses arising under or in connection with the Agreement whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the aggregate value of any products and/or services purchased from us.
To the extent permitted by law, we make no representations, undertakings or warranties, express or implied, including the warranties of merchantability, fitness for a particular purpose or non-infringement with respect to the Websites or any of our products or services or any other website or the functionality, performance or results of use thereof.
Nothing in these Terms of Business shall limit liability for personal injury or death caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
This clause shall survive termination of the Agreement.
12. SUSPENSION & TERMINATION
We reserve the right to suspend your access to the Websites, and any products and/or services offered to you by us and/or all passwords and other access codes if we have reasonable cause to suspect that you are breach of any part of these Terms of Business.
- you become insolvent or bankrupt or we receive an unsatisfactory credit check against you at any point;
- you fail promptly and/or in accordance with the Payment Terms below to pay any monies owing to us, whether or not arising under these Terms of Business and/or the Agreement Form and fail to rectify the same within fourteen (14) days' notice from us;
- you are subject to any action, legal proceedings or other procedure or step taken for (i) the suspension, a moratorium of indebtedness, winding up, dissolution, administration or reorganisation (by way of voluntary arrangement, scheme of arrangement or otherwise); (ii) any composition, compromise, assignment or arrangement with any creditor; (iii) the appointment of a liquidator, receiver, administrative receiver, administrator, compulsory manager or other similar officer in respect of it or any of its assets; or (iv) enforcement of any mortgage, charge, pledge, lien or other security interest securing any obligation of that company or any other agreement or arrangement having a similar effect; or
- we terminate any other agreement with you following your breach of that agreement.
In any such event all amounts due under our Agreement including any and all costs and expenses incurred (including legal fees) and any interest accrued will become immediately due and payable.
If we terminate our Agreement in circumstances where you have breached this Agreement, we will not return any pre-paid fees to you. The terms of this clause 12 shall survive any expiration or termination of this Agreement.
Upon any termination or expiration of our Agreement all licences and rights granted to you hereunder shall immediately terminate as will all access granted by us to you to the Websites (and any other websites under our control].
13. PAYMENT TERMS
You agree to pay us the charges set out on the Agreement Form and in any Specification(s) (if applicable). Amounts paid pursuant to the Agreement Form are non-refundable. Payments should be made to CareersinAudit.com Limited.
All invoices are subject to VAT or GST at the prevailing rate and are payable in full within fourteen (14) days of invoice date. You shall pay all amounts due under the Agreement in full without set-off, counterclaim, deduction or withholding (except for any deduction or withholding required by law).
If any invoice remains unpaid fourteen (14) days after the relevant invoice date, or in the event that you use all of the services and/or products purchased by you pursuant to your Agreement and any amount due under the Agreement has not yet been invoiced by us, an amount equal to the full unpaid value of the services and/or products purchased pursuant to the Agreement will become due and payable immediately.
You shall pay interest on any overdue payments at the rate of eight percent (8%) above the Bank of England base rate from time to time. Such interest shall accrue on a daily basis from the due date to until actual payment of the overdue amount, whether before or after judgment. You shall pay such interest together with the overdue amount.
You are also responsible for the payment of any other present or future sales, use, excise or other similar tax (excluding taxes based on our net income) applicable to the products and/or services that you purchase under the Agreement.
In the event that you overpay any invoice, you must request re-payment of the amount by which you have overpaid within six (6) months of the date of the overpayment. Any credit note issued must be used within six (6) months of the date of issue of the credit note.
You will be liable to us (without limitation) for (i) any additional administration charges incurred by us as a result of suspending your account and (ii) any collection or enforcement costs which we may incur in connection with any late payment. We may assign to a third party the right to collect and receive payment from you.
We may carry out a credit check against you from time to time. You authorise us to obtain trade and bank references, credit information relating to you from external credit reporting sources, consumer credit agencies and other credit sources as may be necessary and you agree to provide such credit information as we may reasonably require. We reserve the right to refuse to extend any credit to you and to require prepayment from you before providing any services.
We may set off any amount received by us from you against any amount which is due and payable under this Agreement. If your Agreement Form states a maximum number of job postings and you exceed this number in any calendar month, you will be liable to pay your standard job posting price plus fifty percent (50%) unless we agree otherwise with you.
All contracts are charged as one-off payments. If you wish to be billed monthly or quarterly, a premium of ten percent (10%) will be charged. Over-posting fees will be billed monthly.
Contracts without a pre-agreed Break Clause are required to be fully paid until the end of the Agreed Contract Term. If you wish to agree a Break Clause to your Agreement you must request this in writing from us, which we may agree at our absolute discretion. If we consent to a Break Clause this will be added to the emailed Agreement Form for approval by you.
14. JOB POSTINGS
You agree that any and all postings that you display on the Websites will relate to specific live job positions and that you will post no stock or generic job descriptions. In addition, you agree that job postings posted by you will not contain a hyperlink to any other website or an email address. You will not publish material which is defamatory, offensive or obscene or of a menacing character or which may, in our judgment, cause annoyance or inconvenience or anxiety to any person including, without limitation, any racist, sexist, harassing, threatening, discriminatory, vulgar or abusive material, opinions or messages.
If you breach the provisions of this clause 14 we will be entitled to terminate our Agreement whereupon any amount outstanding in relation to the full value of the services and/or products purchased pursuant to our Agreement will become payable immediately.
All job postings have a scheduled run for a thirty (30) day duration except as contained herein. Advertisers may not abuse this service by regularly reposting jobs. If you regularly repost and delete the same jobs on the site, this will be deemed as abuse and your account will be suspended without notice. A maximum of twenty percent (20%) of all jobs reposted/deleted each week is enforced. Duplicated jobs will be removed and if you continually post duplicating jobs we reserve the right to suspend your account without notice. Job credits if unused within a contract term will expire at midnight on the last day of the contract. The full allocation of job credits will be added to the recruiter account on day one of any agreement, providing full flexibility throughout the contract term. Monthly rolling credits is an option but must be requested before the contract is made. Job credits may occasionally be rolled over at the discretion of your account manager but this can only happen one time and a maximum roll over of 25% of the remaining credits is strictly enforced.
Job postings must have actual job titles and only one job title is permitted per job posting. Multiple job titles in single job listings are not permitted and will be removed. Any postings with non-job titles will be removed without notification. Repeat offences will result in account suspension. All jobs posted on the Websites must be real and existing having been supplied for advertising by your own clients. If we suspect fake or false jobs are being posted we may suspend your account without notice.
Any jobs posted by you on the Websites in excess of the number of jobs provided for in our Agreement will be billed to you and will be payable by you in accordance with these Terms of Business at our then prevailing rate for such job postings.
Any re-activation of a deleted or expired job posting, refreshing or renewing of any job posting, change in the job board where a job has been posted, change in the reference code of a job or change in location where a job is based (including a change of City/Town) constitutes use of an additional job posting.
We will not monitor or edit the contents of your postings on the Websites unless required to do so by law (in particular laws relating to defamation, harassment, discrimination or obscenity) or in the good faith belief that such action is necessary to: (i) comply with any legal process served on us; (ii) protect and defend our right to properties; (iii) act under exigent circumstances to protect the safety of our users; (iv) carry out necessary maintenance or improvements to the posting service or uphold the quality of the site; or (v) to make it clear that any posting which you display on the Websites which is a business opportunity (rather than a specific live job position) is such a business opportunity.
We have the right to remove any jobs that are deemed inappropriate, untrue or those that have been posted incorrectly. Incorrectly selected jobs or job criteria may be removed from the site and your credit under our Agreement will be lost. Over-selection of job criteria is seen as abuse and if you over-select any job criteria including Location, Salary, Sector or Job Type your account may be suspended without notice. A maximum of four (4) selections per job criteria category is enforced.
If you resell any posting to third parties in contravention of these Terms of Business, we shall be entitled (without prejudice to our right to terminate our Agreement) to remove any and/or all of such job postings from the Websites and any website operated by any of our affiliates.
15. CV DATABASE ACCESS
The Websites’ CV database (the “CV Database”) is a private database for use by licensed members only.
Each CV Database access licence allows a single user to access the CV Database using a unique username and password combination in accordance with the terms of the specific CV access package chosen (each a “CV Access Package”).
If you (including any of your employees or consultants) are found to share passwords with any non-licensed users, such sharing will be a breach of our Agreement. For the purposes of the Agreement, recruitment agencies, staffing agencies, advertising agencies and all other agencies (other than you, if applicable) cannot be licensed users. You agree to notify us promptly after the departure of any person to whom a password was provided and we reserve the right to cancel such password and issue a new password in lieu thereof. We reserve the right periodically to change issued passwords as we see fit.
‘Full’ and 'Unlimited' database access includes unlimited database searches, a maximum of a hundred (150) CV views, twenty-five (25) CV downloads per day per licence. Additional quotas carry additional fees. You agree that you will use the CV Database in good faith only to search for candidates for specific live jobs and for no other purpose whatsoever. You will not offer candidates any other services. If you abuse the CV Database or if we suspect that you are abusing the CV Database we may immediately suspend your account and all owed monies owed to us by you will become due and payable to us immediately.
If you offer any services to candidates other than specific live jobs (or if we receive any complaints from candidates that you have offered any services other than specific live jobs), or if we suspect that you are using the CV Database for any other purpose, we reserve the right to terminate the Agreement without incurring any liability to you whatsoever. You acknowledge: that (i) you will have no claim against us in connection with any loss suffered by you in such circumstances; and (ii) any payment to us under the Agreement that is outstanding will become due and payable immediately, together with any interest and other charges accrued.
The positioning of advertisements on the Websites is within our sole discretion. You acknowledge that we have made no guarantees to you with respect to usage statistics or levels of impressions for any advertisement. You will provide all materials for any advertisement in accordance with our policies in effect from time to time. All contents of advertisements are subject to our approval.
We reserve the right in our sole discretion to reject or cancel any advertisement, space reservation or position commitment at any time in our absolute discretion. In addition, we may reject any URL link embodied within any advertisement and reserve the right to reject or terminate the display of an advertisement if it fails to conform to any applicable laws and regulations, our policies or otherwise as we see fit. We may reject or remove an advertisement for an advertised website which is not functional or which we deem unsuitable for linking to the Website.
Active advertisers or recruiters using the CareersinAudit Group Recruiter Services are allowed only recruiter user accounts. Jobseeker accounts owned by active recruitment clients are not permitted and will be removed. We reserve the right to suspend all user accounts including active recruiter user accounts for repeat offenders.
If we fail to publish an advertisement pursuant to this Agreement (or in the event of any other failure, technical or otherwise, of such advertisement to appear) our liability to you will be limited to, at our option, either a refund of the advertising portion of the fee relating thereto, or placement of the advertisement on the Websites at a later time in a comparable position.
You shall indemnify and hold harmless us and our officers, employees, directors, shareholders, representatives, successors and assignees against any and all costs, expenses (including reasonable legal expenses), claims, losses, liabilities or proceedings arising from the use or misuse by you of this Website. You agree to notify us together with all relevant facts if anyone makes or threatens to make any claim against you relating to your use of these Websites.
18. FORCE MAJEURE
We shall not be liable to you as a result of any delay or failure to perform our obligations under our Agreement which arises by reason of a force majeure event, namely circumstances beyond our control which shall include, but shall not be limited to, acts of God, perils of the sea or air, fire, flood, drought, explosion, sabotage, accident, embargo, telecommunications and utilities failure, riot, civil commotion or civil authority, including acts of local governments and parliamentary authority, breakdown of plant or machinery or software or death of royalty.
If a force majeure event takes place that affects the performance of our obligations under an Agreement we will contact you as soon as possible to notify you; and our obligations under an Agreement will be suspended and the time for performance of our obligations will be extended.
If a force majeure event prevents us from performing our obligations under an Agreement for more than four 4 weeks we shall have the right to terminate the Agreement immediately by given written notice to you.
19. APPLICABLE LAW AND JURISDICTION
The laws of England and Wales shall govern this Agreement and your use of the Websites and you hereby submit to the exclusive jurisdiction of the English courts.
20. OTHER IMPORTANT TERMS
No failure by us to exercise at any time any right or remedy under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
In the event that any provision or part-provision of this Agreement is or becomes invalid, unlawful or it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Agreement.
This Agreement constitutes the entire agreement between you and us with respect to the subject matter hereof and supersedes any previous oral or written arrangements or understandings relating thereto (as well as any purchase orders not supplied by us that have been or may from time to time be submitted by you). You confirm that you shall have no remedy in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement.
The Agreement: (i) may not be amended, terminated or waived orally; and (ii) may not be assigned or resold by you, in whole or in part, directly or indirectly, by operation of law, merger, asset or stock sale or transfer or otherwise. We may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights under the Agreement to any third party or Agent.
All notices or other communication given by you to us will be in writing and delivered personally or sent by first class mail, pre-paid recorded delivery, [email] or registered post or courier to our registered address or where applicable to you at the address in your information and will be deemed received upon actual delivery thereof. This provision shall not apply to the service of any proceedings or other documents in any legal action.
No term of this Agreement is enforceable by any person who is not a party to it whether under the Contracts (Rights of Third Parties) Act 1999. Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between you and us, nor constitute either party the agent of the other for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
Headings are inserted in these Terms of Business for ease of reference only and do not form part of it for the purposes of interpretation.
Unless the context otherwise requires: (i) words denoting the singular shall include the plural and vice versa; (ii) reference to any gender shall include all other genders; (iii) references to persons shall include bodies corporate, unincorporated associations and partnerships, in each case whether or not having a separate legal personality; and (iv) references to the word "include", "including", "in particular " and "for example" are to be construed without limitation.
For more information, please send an email or write to:
CareersinAudit.com Ltd, 12 Hammersmith Grove, London, W6 7AP, United Kingdom (UK & Global)
CareersinAudit Asia Pacific, Suite 4, Level 12, 115 Pitt Street, Sydney, NSW 2000, Australia (Asia Pacific)
Company Registration no: 05521948
Australian Registered Body Number: 25 147 918 492