In these terms and conditions, unless the context otherwise requires:
These terms and conditions form a legally binding agreement between You and Us. You acknowledge and agree that these terms and conditions apply to Your access to, and use of, this Site and this Service available through this Site. In accessing or using this Site or using the Service, You acknowledge that You have read and understood, and agree to be bound by, these terms and conditions. If You do not accept these terms and conditions, then You must refrain from accessing and using this Site and using the Service.
Our Privacy and Cookie Statement forms part of this Agreement and is set out on this Site and shall apply to You and Your use of this Site and the Service.
We reserve the right to amend these terms and conditions at any time. Any amendments shall be effective immediately upon notification on the Site. Your continued use of the Site and the Service following such notification will represent an agreement by You to be bound by the terms and conditions as amended
As a Visitor to the Site, you are also bound by the provisions of these terms and conditions.
You may become a Registered User. To become a Registered User, You must create an Account or one should be provided to you by authorized agent of flexondemand.com You acknowledge and agree that: (a) access to, and use of, some parts of the Service (including, but not limited to, any Services) shall only be available to Registered Users of the Service; and (b) We may change from time to time those parts of the Service that are only available to Registered Users. Those parts of the Service which are only available to Registered Users will be notified on this Site. You may create an Account as a Candidate, Consultant, Recruiter, OR any entity providing employment. To create an Account, You must complete all information required on the Site for that type of Account or asked by the flexondemand.com agent/team. For each Account, You must provide a password and a login name. You are entirely responsible to maintain the confidentiality of Your password and login name. Furthermore, You are responsible for any and all activities by You or any other Site User using Your login name. You may change Your password at any time by following instructions on the Site. You may also change Your login name by contacting Us through the Site.
It is a condition of creation of an Account and use of the Service that:
If You are a Recruitment or an Employer, the first user of an Account will be granted administrative rights to manage individual Accounts for Recruiters or Employers under that Account. You may change Your administrator from time to time by notice to Us and elect up to two (2) additional Recruiters or individuals to hold administrator rights. Only administrators may replace or add Recruiters or Employers under that Account.
If You are a Candidate, We will not charge you any fees for using the Service. If You are any other registered user, You acknowledge that We may amend the Service Fees (including, without limitation, adding a new fee or charge or replacing an existing fee or charge) and/or the Standard Rates at any time by notification on such amendments on the Site from time to time or otherwise upon notice to You. Your continued use of the Site and the Service following either form of notification will represent an agreement by You to be bound by those Service Fees and/or Standard Rates as amended.
You consent to us, directly or through third parties, making any inquiries we consider necessary to prove Your company's identity or creditworthiness (including, without limitation, ordering a credit report, performing other credit checks and verifying the information You provide Us against third party databases).
We may terminate or suspend Your access to, and use of, the Service, in whole or in part, if You are late in payment of any Service Fees under this Agreement (including, without limitation, where any type of payment is declined). Failure of an Employer to pay an invoice for recruitment commissions on time voids any agreed guarantee and rebate terms.Our preferred method of payment in respect of the Serviceis by direct deposit, money transfer, company check, registered check, credit/debit card though the Site. Credit/Debit Payment is made by a secure server, which will encrypt each transaction as a security precaution, and all credit/debit card payments must be made in Canadian Dollars only. We may charge You interest on late payments at the Interest Rate from (and including) the date of due payment until (but excluding) the date of payment in full (with interest) and We reserve the right to recoup any collection costs incurred in respect of any late payments. In addition to the foregoing, You acknowledge that, until payment is received by Us, We reserve all of Our rights in relation to the non-payment and may suspend further processing of Authorised Invoices (including, without limitation, suspending the inclusion of that Authorised Invoice in a Payroll File) through the Service.
We do not represent or warrant that the Service generally available through the Site will be uninterrupted or error-free or defect-free or that errors or defects in the Service will be corrected. We do not represent or warrant to You that any electronic files available through the Site or the Service (including, without limitation, Our Materials) will be free of Harmful Code.
You acknowledge that despite all reasonable precautions on Our part, there is a risk of unauthorised access to,or alteration of, Your transmissions of data, information contained on Your computer system or on this Site or available through the Service. To the maximum extent permitted by law, We shall not be liable for any Loss which You may suffer or incur as a result of such activity.
We reserve the right to make any changes to the Service as considered by Us necessary or desirable. We will use all reasonable endeavours to give prior notice of such changes on the Site but You acknowledge that prior notice may not be able to be given in respect of all changes (including, without limitation, any urgent necessary changes to remedy errors or defects on the Site or in the Service).
You must use the Site and the Service for lawful purposes only and ensure that Your access to, or use of, the Site and the Service is not illegal or prohibited by law. It is Your responsibility to obtain legal, financial, accounting and other professional advice in relation to compliance with all Applicable Laws in using the Site and the Service.
You agree at all times to deal with any information or material provided by Us (including, without limitation, the Our Materials) or accessed through the Site (including, without limitation, any Posted Materials) in a manner which complies with all Applicable Laws.
You must not misuse, in any way, the Service, or any of Our Materials or the Posted Materials (including, without limitation, copying, adapting, reproducing, storing, distributing, printing, displaying, performing, publishing, communicating to the public or creating derivative works of the whole or any part of Our Materials or the Posted Materials except as expressly permitted by this Agreement, or as is reasonably contemplated by the normal use of the Service). You must not interfere with or disrupt (or attempt to interfere or disrupt) any servers or networks connected to the Site. To the maximum extent permitted by law, We shall not be liable for any Loss suffered or incurred by You arising from or in connection with any Site User's misuse of any Posted Materials Posted by You or any other Site User on the Site.
In any communications with other Site Users, You must not send threatening, offensive or abusive communication or any communication intended to, or likely to, threaten, offend or abuse another Site User. You must not solicit any business from any other Site User or buy or sell (or attempt to buy or sell) products and/or services (other than Employment of Candidates) through the Site or the Service.
It is a condition of Your use of the Service that You must not either through any act (including, without limitation, Posting information in Your Account Profile, a Candidate Profile, a Job Posting or Job Application) or any omission, engage in conduct which misleads or deceives or is likely to mislead or deceive others. Without limiting the generality of the foregoing: (a) You must not create an Account with a false name, false or misleading contact details or any other false or misleading information; or (b) if You are a company or an individual engaged in the provision of recruitment services (including, but not limited to, any Recruiter), You must not create or use another Account on the Service as a Candidate.
We do not warrant or represent the accuracy, completeness or suitability for Your intended use of any information (including, without limitation, any Our Materials or Posted Materials) on the Site or available through the Service. You are responsible for the use of any such information and You should make Your own enquiries to check if the information is accurate, complete and suitable for Your intended use. None of the Our Materials is intended to constitute recruitment or other professional advice. The Site may contain information that includes the views or recommendations of others that are not necessarily Our views. The Site may contain links to internet sites maintained by third parties. These links to third party sites are provided for Your convenience. Such links are not under Our control and We are not responsible for the contents (including the accuracy, completeness or suitability for Your intended use) of any linked site or any link contained in a linked site. We do not endorse any information on those linked sites or any associated organisation, product or services.
To the maximum extent permitted by law, We shall not be liable for any Loss (including Consequential Loss), howsoever caused (including through our negligence), suffered or incurred by You arising from or in connection with: (a) Your access to, or use of, the Service, this Site, any of Our Materials, any of the Posted Materials or any linked site; (b) any decision or action taken by You in reliance on any of Our Materials or any of the Posted Materials; (c) any error or defect in the Site or the Service; or (d) any contravention by any Site User of any Applicable Laws. The above disclaimer does not, nor does anything else in these terms and conditions, attempt or purport to exclude liability for death or personal injury caused by Our or Your negligence or under any statute if, and to the extent, such liability cannot be lawfully excluded.
To the maximum extent permitted by law, Our liability under any guarantee, condition or warranty (including, without limitation, any guarantee, condition or warranty of merchantability, acceptable quality, fitness for purpose or fitness for disclosed result), or any other right or remedy, under any legislation or implied into this Agreement by any legislation (Statutory Warranties) is hereby excluded. Where We are liable under any Statutory Warranties, and any legislation avoids or prohibits provisions in a contract excluding or modifying the application of, or exercise of, or liability under, such Statutory Warranties, Our liability for any breach of such Statutory Warranties shall be limited, at Our option, to one or more of the following: (a) if the breach relates to goods: the replacement of the goods or the supply of equivalent goods; the repair of such goods; the cost of replacing the goods or of acquiring equivalent goods; or the cost of having the goods repaired; and (b) if the breach relates to services: the supplying of the services again or the cost of having the services supplied again. You acknowledge and agree that reliance by Us on this limitation of liability is fair and reasonable in all the circumstances.
We shall not be liable for any delay or failure to perform Our obligations under this Agreement if such a delay or failure is due to circumstances beyond Our reasonable control.
You agree to be liable for, and shall indemnify and save harmless, Us, Our officers, employees and agents (those indemnified) against all Loss suffered or incurred by those indemnified in connection with: (a) any breach of any obligation or warranty under this Agreement by You; (b) any contravention by You of any Applicable Laws; (c) any wilful misconduct by You; (d) any negligent act or omission by You; or (e) all manner of actions, causes of actions, proceedings, claims, demands, losses, costs (including legal costs on a solicitor and client basis), damages and expenses whatsoever which may be brought or made against those indemnified or which those indemnified may sustain, pay or incur in connection the Agreement.
All copyright in Our Materials (including, without limitation, text, graphics, logos, icons, sound recordings and software) is owned by flexondemand.com Inc. procured from a third party may be the subject of copyright owned by that third party. Except as expressly authorised, and subject to the conditions prescribed under Applicable Law, or except as expressly permitted by this Agreement or as reasonably contemplated by the normal use of the Service, You must not breach Our or such third party's copyright, in any form or by any means including by: (a) copying, adapting, reproducing, storing, distributing, printing, displaying, performing, publishing, communicating to the public or creating derivative works of the whole or any part of Our Materials; or (b) commercialising the whole or any part of Our Materials, without Our express written permission or, in the case of third party material, from the owner of the copyright in that material.
Trademarks used on the Site are a trademark or registered trademark of Us or its respective owner. Flexondemand.com and Flex on demand consultants is anunregistered trademark of Ours. Except to the extent agreed to the contrary in writing, You irrevocably grant to Us permission to use Your name and trademarks to promote Our relationship with You publicly (including on the Site). If You use any trademarks owned by Us in reference to Us, the Site or the Service, You must include a statement attributing that trademark to Us. You must not use any of Our trademarks: (a) in or as the whole or part of Your own trademarks; (b) in connection with any business, products or services which are not Ours; (c) in a manner which is or may be confusing, misleading or deceptive to any person; or (d) in a manner which disparages Us, the Service or the Site.
You must not release to the public any news release, advertising material, promotional material or any other form of publicity relating to Us without Our prior written permission.
We may terminate this Agreement and Your access to the Site and the Service if You breach any provision of this Agreement. We may, at Our discretion, terminate this Agreement and Your access to all or part of the Site and the Service without the need to provide reasons. Termination of this Agreement will not end those provisions that are capable of surviving the ending of this Agreement (including, without limitation, clauses 1.13, 1.14, 1.15, 1.16, 1.17, 1.18, 1.19, 1.20, 1.22, 1.23, 2.2, 2.4, 2.6, 2.8, 4.5 and 5).
Unless otherwise stated by Us, all pricing is exclusive of HST and any other equivalent sales or similar tax.
If We waive, in whole or part, any rights available to us under this Agreement on one occasion, this does not mean that those rights will automatically be waived on any other occasion. Any such waiver shall only be effective if given in writing. A failure or delay by Us to exercise any right or remedy provided under these terms and conditions or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy by Us. If any provision of this Agreement is held to be invalid, unenforceable or illegal for any reason, it is to be read down to give it as much effect as possible, or if it is not capable of having any effect at all, it is to be severed from this Agreement, in which case, the remainder of this Agreement shall nevertheless continue in full force.
The laws governing this Agreement will be the laws of Canada and You irrevocably submit to the non-exclusive jurisdiction of the Province of Ontario, Canada's courts
You may link to Our home page, provided You do so in a way that is fair and legal and does not damage Our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on Our part where none exists. You must not establish a link to our Site in any website that is not owned by You. Our Site must not be framed on any other site, nor may You create a link to any part of our Site other than the home page.We reserve the right to withdraw linking permission without notice.If You wish to make any use of content on Our Site other than that set out above, please contact us.
The Agreement constitutes the entire agreement between the parties in relation to its subject matter. It replaces and extinguishes all prior agreements, draft agreements, arrangements, collateral warranties, collateral contracts, statements, assurances, representations and undertakings of any nature made by or on behalf of the parties, whether oral or written, in relation to that subject matter. You and We acknowledge that in entering into this Agreement neither You nor We have relied upon any oral or written statements, collateral or other warranties, assurances, representations or undertakings which were made by or on behalf of the other party in relation to the subject matter of this Agreement at any time before its signature (together Pre-Contractual Statements), other than those which are set out in this Agreement. You and We hereby waive all rights and remedies which might otherwise be available to You and Us in relation to such Pre-Contractual Statements. Nothing in this paragraph 1.25 shall exclude or restrict the liability of You or Us arising out of pre-contract fraudulent misrepresentation or fraudulent concealment.
In addition to any other applicable terms and conditions, if You are an Employer, Recruiter, You agree to and are bound by the following terms and conditions in this clause 2.
We review, vet, and are responsible for reviewing or vetting, Candidates, Candidate Profiles or representations (whether oral or in writing) made by those Candidates (including, without limitation, any representations in any Job Applications or Posted Materials). You as an employer and recruiter agree that you are giving flexondemand.com exclusive right to the candidates for a period of one (1) year.
You must comply with, and You are responsible for ensuring compliance with, all obligations under Data Protection Legislation in relation to the collection, use, disclosure, storage and retention of Personal Data in any Candidate Data which You provide, or have access to, using the Service (including, but not limited to, the Marketplace Service). Without limiting the generality of the foregoing, You must: (a) not do any act, or engage in any practice in respect of Candidate Data that would contravene Data Protection Legislation; (b) comply with any directions, guidelines, determinations, rulings or recommendations of the Privacy Commissioner of Canada in respect of dealings with Candidate Data; (c) immediately notify Us if You become aware of a breach or possible breach of the Data Protection Legislation in respect of any Candidate Data; (d) if You are a Recruiter, immediately remove Personal Information in Candidate Data from the Service where a complaint or other request to do so has been made by a Candidate; and (e) ensure that any of Your personnel who are required to deal with Candidate Data are aware of the obligations set out in this clause 2.2. You agree to indemnify, and keep indemnified, Us, Our officers, employees and agents (those indemnified) against all Loss suffered or incurred by those indemnified in connection with any action, claim or demand by any third party (including, without limitation, any Candidate) that the collection, use, disclosure or storage of any Candidate Data that You provide, or any collection, use, disclosure or storage by You of any Candidate Data, using the Service contravenes Data Protection Legislation or any other Applicable Laws.
You agree that You are the data controller and that We are the data processor in respect of any Personal Data within the Candidate Data that you provide within the Service. We agree that We will:
Notwithstanding the above, You agree that We may use anonymous and/or aggregate data regarding the use of the service for our own purposes, including sharing such data with third parties.
If You are a recruiter and have been authorized an account, on behalf of a Candidate, You represent and warrant to Us that You are authorised by that Candidate to do so. If You are a Recruiter, You can control the type of information about a Candidate on the service. We provide tools to assist You to designate certain information in Candidate Profiles as being unsearchable through our service, where such information may identify the Candidate. We provide such tools through a pre-production instance of the Service which allows You to review information in a Candidate Profile before it is published on the production instance of the Service.
You grant an irrevocable, perpetual, royalty-free license to flexondemand.com, recruiters, and candidates to download Job Postings Posted by You for the purpose of making Job Applications.
You agree not to ask or require any Site User to pay any charge or other amount whatsoever to You to make a Job Application for any Job Posting or respond to any Job Posting Posted by You on the Site, whether such charge or amount is asked or required of the Site User in the Job Posting itself or in any communication with the Site User that takes place as a result of a Job Posting Posted on the Site. If You are a or a Recruiter, You agree not to ask or require any Site User to pay any charge or other amount whatsoever to You to Post a Job Posting on their behalf. The foregoing does not prevent Employers paying Recruitment Commissions in accordance with these terms and conditions.
You must comply with all contractual, statutory and other legal obligations owed by You to any Candidate in relation to the recruitment, placement or Employment of that Candidate including compliance with all Employment related Acts and Regulations in Canada.
In respect of the Employment of a Candidate: (a) the relevant Employer (or an Employing Line Manager acting on behalf of the Employer) is responsible for verifying and authorising timesheets for that Candidate using the Service; (b) the relevant Recruiter is responsible for verifying timesheets and is responsible for ensuring that the Candidate provides such documents and other information necessary for the purposes of verifying timesheets for that Candidate as correct. We do not verify or otherwise test, nor are We responsible for verifying or testing: (a) timesheets for Candidates generated through the Service; (b) Authorised Invoices generated through the Service; or (c) the currency or validity of any authorisations by any Site User using the Service or the capacity of any Site User purporting to be authorised to provide such authorisation.
If You are an Employer, You acknowledge that We may invoice You Our Invoice and collect all Recruitment Commissions payable by through our Service. You will receive a credit note to the value of the Rebateable Portion of the Recruitment Commission, to be used by You in respect of future services. The credit note may be used towards any future placement with any Recruiter on the platform. Credit notes cannot be redeemed for cash or transferred to another party. The credit shall apply if the Candidate's Employment terminates for any reason prior to the expiration of a relevant Guarantee Period if a fee rebate guarantee was selected by You and Us mutually. Our invoices to You for recruitment commissions will be due on the latter of 1 from the start date or 14 days from the date of placement date, whichever comes first. If a candidate who is placed does not present on their start date, 100% of the fee, will be refunded to You. Where a Candidate has commenced employment, i.e. presented on day one, any guarantees or rebates agreed through the platform will take effect. Failure of an Employer to pay an invoice for recruitment commissions on time voids any agreed guarantee and rebate terms, and will lead to legal proceedings in pursuit of the fees owing.
If You selected the 100% Guarantee, the following conditions apply: For the avoidance of doubt, there is no guarantee on contract roles.
Despite any other provisions of these terms and conditions, if (a) any Candidate Profile is migrated onto, or created on, the service by a Recruiter and (b) an Account is established for the Candidate to whom the Candidate Profile relates on the Service, then, despite any termination or suspension of access by the us to the Service, that Candidate Profile shall remain on the service to be accessed and used by the Candidate.
In addition to any other applicable terms and conditions, if You are a Candidate, You agree to and are bound by the following terms and conditions in this clause 3.
You agree that information contained on this Site is for personal use only and may not be sold, redistributed or used for any commercial purpose (including, without limitation, the use of Employer's contact details for making unsolicited commercial correspondence). You may download Our Materials and Posted Materials from this Site for personal, non-commercial use only, provided You keep intact all copyright and other proprietary notices.
We do not endorse nor recommend any of the Job Postings on the Site or any client. It is solely Your responsibility to evaluate each Job Posting and all Our Materials and Posted Materials provided through the Site or the Service generally.
We do not verify or otherwise test, nor are We responsible for verifying or testing, the currency or validity of the authorisation of, or any Consent obtained by, any Recruiter creates an Account or are provided with an account, or Posts information in a Candidate Profile, on behalf of You.
We do not represent or warrant to You the continued availability of any Job advertised in any Job Posting. We shall not be liable for any Loss suffered or incurred by You arising from or about any Job not being available.
In addition to any of other applicable terms and conditions, if You Post any Posted Materials on the Site, you agree to and are bound by the terms and conditions in this clause 4.
It is Your responsibility to check any Posted Materials Posted by You on the Site for any errors as soon as it is Posted on the Site. We shall not be liable for any errors in Posted Materials Posted on the Site. You agree not to use any feature of the Site or the Service or any other means to send unsolicited commercial correspondence to Site Users, whether individually or as a group. You are not permitted to insert links to an external website within the details of a Job Posting without Our express written approval. Such approval may be, in Our absolute discretion, subject to specific terms and conditions. We reserve the right to review any Job Posting prior to publication on the Site or any time thereafter and to remove any Job Posting if it: (a) relates to an Excluded Category; (b) does not comply with these terms and conditions; or (c) does not comply (in Our opinion) with any Applicable Laws.
We reserve the right to delete or correct Your Account Profile or Candidate Profile if You enter Your details into an incorrect field when using the Service. You agree that it is Your responsibly to ensure that You enter Your details into the correct field in Your Account Profile or Candidate Profile.
You must ensure that any Job Postings Posted to the Site are Posted to the appropriate Job Category on the Site. It is solely Your responsibility to ensure that You familiarise Yourself with the advertising requirements of each available Job Category on the Site to ensure appropriate placement of Job Postings.
Without limiting the generality of any provision of these terms and conditions, in connection with the Posting of any Job Posting using the Service, You must comply with all Applicable Laws relating to anti-discrimination and equal opportunity. Where an exemption to comply with any of these Applicable Laws has been granted, the exemption number must be included in the Job Posting posted by You.
You represent, warrant and undertake to Us that: (a) all Posted Materials Posted by You on the Site do not breach any Applicable Laws; (b) all Posted Materials Posted by You on the Site do not breach any Intellectual Property rights of any third party; and (c) all Posted Materials Posted by You on the Site will be free of Harmful Code.
We will use all commercially reasonable endeavours to publish Job Postings promptly, to ensure that any disruptions to, or a denial of access to the Service, are remedied as soon as commercially practicable and to avoid introducing errors in Posted Materials.