End User License Agreement
Important: Read Carefully
This End User Licence Agreement constitutes a legal agreement ("Licence Agreement") between you (the End User, either an individual, an entity or an Agency) and Social Recruitment Technology Limited (“we”, “our”, “us”) for use of this Application (which includes any software, media, and accompanying on-line or printed documentation or files, and our Website). By clicking on the "Accept" button, installing, copying or otherwise using the Application, you agree to be bound by the terms of this Licence Agreement as set out below. If you do not agree to the terms of this Licence Agreement, click on the "Cancel" button and do not install or use the Application.
This Application is offered to you for use by your recruitment agency (the “Agency”) under a licence from us. Use of the Application by you is conditional on your acceptance without modification of this Licence Agreement. We may from time to time amend the terms and conditions of this Licence Agreement. The text of any amendments will be notified at your next login or use of the Application. Your licence to continue using the Application will be subject to you accepting the amended Licence Agreement terms and conditions. If you proceed to use the Application then you will be deemed to have accepted the amended Licence Agreement.
1. Licence to use the Application
The Application is protected by copyright laws and international copyright treaties, as well as other intellectual property rights and treaties. Upon your acceptance of this Licence Agreement, we grant you a non-exclusive licence to use the Application on the terms set out in this Licence Agreement. Title, ownership, rights, and Intellectual Property Rights in and to the Application shall remain with us and/or our licensors.
You may install, access and use the Application provided that your right to use the Application is personal to you only and subject to this Licence Agreement and the terms of any mobile application retailer where the Application was purchased or otherwise acquired, such as the Usage Rules of Apple Inc.’s App Store Terms of Service (located at http://www.apple.com/legal/itunes/us/terms.html#service ) or the terms of service of Google, Inc.’s Android Market (located at http://www.google.com/mobile/android/market-tos.html ).
2. Licence Restrictions
You must not:
- a) Install or use the Application, except under the terms of this Licence Agreement;
- b) Permit or enable any other individual or entity to install, copy or use the Application without our prior written consent. Where you are permitted to allow a third party to install, copy or use the Application, you agree to ensure that such activity does not exceed your permitted use;
- c) Permit or allow any other individual or entity to take possession of the Application (including any computer or device on which the Application is installed, regardless of who owns the computer or device) without our prior written consent;
- d) Modify, adapt, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law), merge, combine, or create derivative works of, the Application;
- e) Copy the Application;
- f) Resell, license, sublicense, distribute, rent, lease, assign, loan or otherwise transfer the Application (or any part of the Application) or any rights to the Application (or any part of the Application);
- g) Systematically retrieve data or other content from this Application for the purpose of creating a collection, compilation, database, or directory without our prior written consent;
- h) Remove, erase, or tamper with any copyright or other proprietary notices or labels on or in the Application or fail to preserve all copyright and other proprietary notices in any copy of the Application;
- i) Refer to or otherwise use our Intellectual Property Rights as part of any effort to develop a program having any functional attributes, visual expressions or other features similar to the Application or to otherwise compete with our products and services; or
- j) Attempt to do any of the foregoing.
You acknowledge and agree that the Application involves and includes proprietary Intellectual Property Rights, information and methodology, and that any disclosure or use of the Application not expressly authorised in this Licence Agreement is not permitted and will result in irreparable injury to us and our licensors not compensable by money damages. Accordingly, you agree that we and our licensors may be entitled to injunctive or other equitable relief to enforce this Licence Agreement and/or prohibit any breach thereof, threatened or actual. The foregoing shall be in addition to, and without prejudice to, or limitation on, any other rights we and our licensors may have under this Licence Agreement, at law or in equity.
3. Use of Application
You acknowledge and agree that information published by us is intended to provide general information in summary form. In providing the Application we are solely reliant on the accuracy and completeness of information (including User Content, for example information provided by candidates relating to their identity, qualifications, employment history etc.) provided by the Agency, other users and you.
We do not endorse or recommend any of the jobs, business or self-employment opportunities advertised through the Application and we strongly recommend that, prior to entering into any agreement with any person, you obtain your own independent legal, accounting, financial or taxation advice as appropriate. It is solely your responsibility to evaluate and verify the accuracy, completeness and usefulness of all opinions, advice, services and other information provided through the Application, including in relation to any candidate or hiring organisation.
In no event will we be liable to you or anyone else for any decision made or action taken by you or anyone else in reliance upon any information contained in or omitted from the Application.
We give no guarantee to you of the continued availability of any particular job advertised through the Application and will not be liable to you should a hiring organisation have filled the vacancy at any time prior to removal of the advertisement, or should a candidate no longer be available for any vacancy. We give no guarantee to you that every job advertisement represents an actual job vacancy.
4. Your Duties
You agree to:
- a) Ensure that any information which you give to us or submit in connection with your use of the Application is complete and accurate;
- b) Create only one account for use of this Application;
- c) Post messages only if they are relevant to the intended subject matter of the forum (to the extent the Application allows communication features); and
- d) Use the Application for lawful purposes only. You agree that you will not:
- e) Use the Application in any manner that could damage, disable, overburden, or impair this Application, or interfere with any other party’s use of the Application;
- f) Seek by any means to obtain any materials or information through the Application not intentionally made available to you through the Application;
- g) Submit content or post messages that are inappropriate, unlawful, threatening, obscene, vulgar, pornographic, profane, indecent, defamatory, slanderous, abusive, or a violation of the legal rights (including, without limitation, privacy rights) of others;
- h) Breach the copyright, trademark, or other Intellectual Property Rights of any other person or entity;
- i) Upload any files containing viruses, corrupted files, or any other component that may be harmful to the operation of the Application, the Website, our systems or another’s computer;
- j) Improperly assume or claim the identity, characteristics, or qualifications of another person;
- k) Conduct or forward surveys, contests, pyramid schemes, or chain letters;
- l) Harvest or otherwise collect information about others, including, without limitation e-mail addresses, without their consent;
- m) Attempt to gain access to any portion of this Application, any computer, server, account, network, software, or hardware associated with this Application, from which you are restricted;
- n) Disrupt the normal flow of dialogue, or otherwise act in a way which affects the ability of other people to engage in real time activities via this Application;
- o) Submit or upload content using any manual or automatic posting tools other than those provided by us without our prior written consent; or
- p) Post hyperlinks to other websites that contain content that falls within the descriptions set out above.
5. User Content
- (b) We do not vet, validate or approve User Content and we do not accept any liability for that Content.
- (c) You authorises us to amend or delete any of your User Content where the User Content (or any of it) is, or is alleged to be, defamatory, in breach of copyright, illegal or not appropriate in our reasonable opinion to be accessed by or through the Application.
- (d) You represent and warrant that you own all Intellectual Property Rights in your User Content or otherwise have the right, and received all required consents, authorisations and licenses to use the User Content for the Application and to provide the User Content to us.
- (e) You are solely responsible for making and retaining backup copies of your User Content. If the Application is discontinued or cancelled, or the Agency’s agreement with us or your Licence Agreement is terminated for any reason, we may permanently delete your User Content. You are responsible for maintaining a means external to the Application for the reconstruction of any lost data.
- (f) To the fullest extent permitted by law, the End User accesses and uses the User Content and the Application at the End User’s own risk. To enable us to provide you with the Application, you grant to us:
- An irrevocable, perpetual, worldwide, non-exclusive, royalty-free, transferable and sub-licensable right and license to use for any lawful purpose your User Content in anonymised form.
6. Mobile Device
By accessing and using the Application with your mobile phone, personal media player, tablet computer or other mobile device (collectively “Mobile Device”), you acknowledge and agree that you may receive certain communications from us or the Agency (such as text messages and pictures, e-mails, or other electronic communications means, (collectively “Mobile Communications”). By accessing and using the Application via your Mobile Device, you may incur fees from your mobile data provider or carrier, and you are solely responsible for the payment of such fees. If you choose to disclose information regarding your actual location (including location-related information provided by your mobile data provider or carrier, provider, or other third party applications), you acknowledge and agree that:
(1) such information may be made available to other viewers of such information; and (2) neither we nor the Agency are responsible for the correctness of such information and any use of such information by third parties, including other users of the Application.
Social Recruitment Technology welcomes ideas and feedback from you about all aspects of the Application. You agree that Social Recruitment Technology may use, reproduce, distribute, transmit, create derivative works of, and publicly display any materials and other information (including ideas for new or improved features and services) that you submit to any public areas of the Application (such as bulletin boards, forums and newsgroups) or by email to Social Recruitment Technology.
8. Communication Service Providers
When accessing and using the Application, information will be disclosed to and through third-party communications service providers. You consent to this information disclosure and use, and you acknowledge and agree that third-party communications services may not be reliable, confidential or continuously available, and that we have no responsibility for third-party communications services. While Social Recruitment Technology endeavours to protect the privacy and integrity of the information you provide, the possibility exists that this information could be unlawfully observed by a third party while in transit over the internet or while stored on Social Recruitment Technology systems or the Application. Social Recruitment Technology disclaims all liability to you to the fullest extent possible at law should this occur.
9. Password Security
To become a registered user, you must use a password and a login name. You must maintain the confidentiality of your password and login name. You are solely responsible for any and all activities that occur under your login name. You agree to immediately notify Social Recruitment Technology of any unauthorised use of your login name or any other breach of security known to you.
You must not create more than one account. If we disable your account, you will not create another one without our permission.
You will keep your contact information accurate and up to date. You agree that it is a condition of your use of the Application that you will not through any act or omission (including but not limited to creating a fake profile on the Application) mislead or deceive others. If you provide any information that is false, inaccurate, out of date, or incomplete, or we or the Agency have reasonable grounds to suspect that such information is false, inaccurate, out of date, or incomplete, then we may suspend or terminate your access to this Application, and may refuse any and all current or future use of the Application.
10. Application updates
We may from time to time release updates to the Application. You are required to accept updates released by us and you acknowledge that, by downloading or installing the updates, that those updates will be considered part of the Application and subject to the terms and conditions of this Licence Agreement.
12. System Information
When you use our Application, we may receive and store diagnostic and usage data and information relating to the performance and use of the Application and your environment. We may use this system information for future reference and support, for internal purposes such as auditing, data analysis, and research, and to help us develop, deliver, promote and improve our products and services. We will not disclose any system information which identifies the user or the user environment to third parties.
13. Suspension and Termination
We and the Agency reserve the right to suspend or terminate your access to the Application or to any or all of its services at any time without notice and without compensation for any reason whatsoever, and shall not be held liable to you or any third-party for any suspension or termination of your access to the Application.
The Application may contain software locking or disabling features which may activate upon attempted use of the Application in breach of this Licence Agreement. You agree that incorporation of these features into the Application is commercially reasonable and you accept all risk associated with these features.
14. Intellectual Property
All Intellectual Property Rights in, arising out of or in connection with the Application (excluding User Content) will automatically vest with us or our licensors. Nothing shall be deemed to confer on you any proprietary right, title or interest in or to the Application or any content on the Application (excluding your User Content).
You will not challenge the validity of the whole or any part of the Intellectual Property Rights in or relating to the Application or do or not do anything which impairs the rights in the Application or which prejudices, dilutes or reduces the commercial value, reputation or goodwill of or in the Application. All rights not expressly granted in this Licence Agreement are reserved exclusively and entirely to us.
15. No Warranty and Limitation of Liability
The following provisions are without prejudice to any rights you may have at law which may not be legally excluded.
The Application is made available to you “as is” and “as available” and we make no warranty or representation as to its use or performance. We do not and cannot warrant the performance or results you may obtain by using the Application.
We do not, unless otherwise expressly recorded in writing, warrant that the Application will comply with any statutory or regulatory requirements in any particular territory that may be applicable to operation of the Application. To the maximum extent permitted by law, we disclaim all warranties relating to the Application, either oral or written, express or implied, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, or interoperability between the Application and any type(s) of device or system.
To the maximum extent permitted by applicable law, we (together with our directors, officers, employees, agents and related companies) shall not be liable for any damages whatsoever (including, without limitation, damages for lost revenues, loss of business profits, business interruption, loss of business information, loss of User Content or other data, or any other pecuniary loss, or any direct, indirect, special, incidental, punitive, exemplary or consequential damages of any nature, whether or not foreseeable) arising out of the use of or inability to use the Application or otherwise arising from or relating to the Application or this Licence Agreement, even if we have been advised of the possibility of such damages.
If you are dissatisfied with any portion of the Application, your sole remedy is to cease using the Application. In no case shall we be liable for any amount exceeding $100. Mandatory statute or consumer warranty laws may apply to the Application. If such a law applies, then no provision in this Agreement shall operate to exclude any such consumer guarantee, warranty or right imposed by law, provided however that our liability is limited to (at our option):
- (i) Resupplying the Application; or
- (ii) Refunding the fees paid by the End User (if any) for use of the Application.
You shall be liable for, and shall indemnify and hold us (together with our directors, officers, employees, agents and related companies) harmless from and against any and all actions, claims, costs, damages or liabilities (including our actual legal fees and expenses on a solicitor and own-client basis) arising out of or relating to:
- (i) Any breach of this Licence Agreement by you;
- (ii) User Content uploaded or submitted by you or on your behalf;
- (iii) Your use of the Application; or
- (iv) Your infringement of the Intellectual Property Rights or other rights of any third party.
17. Platform Operators
If you have acquired the Application from a marketplace operated by a Platform Operator, then you:
- (i) Acknowledge that this Agreement is concluded between you and Social Recruitment Technology only, and not with the Platform Operator, and that we, the Agency and you are solely responsible for the Application;
- (ii) Agree that the applicable Platform Operator has no obligation whatsoever to furnish any technical, maintenance or other support services with respect to the Application. In the event of any failure of the Application to conform to any applicable warranty, you may notify the Platform Operator, and the Platform Operator may refund the initial fee for the Application; and that, to the maximum extent permitted by applicable law, the Platform Operator will have no other warranty obligation whatsoever with respect to the Application;
- (iii) Warrant that you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and you are not listed on any U.S. Government list of prohibited or restricted parties;
- (iv) Acknowledge that the Platform Operators are third party beneficiaries of this Licence Agreement, and that, upon your acceptance of this Agreement, the Platform Operators will have the right to enforce this Agreement against you; and
- (v) Acknowledge that we and the Agency, and not the Platform Operator, are responsible for addressing any disputes or claims by you or any third party relating to the Application or your use of the Application.
18. Entire Agreement
This Licence Agreement:
- a) represents the whole of the contract and understanding between the Parties; and
- b) replaces all prior agreements and understandings between the Parties with respect to the subject matter of this Licence Agreement.
19. General Provisions
This Licence Agreement may only be modified in writing signed by you and one of our authorised officers. If any provision of this Licence Agreement is found void or unenforceable, the remainder will remain valid and enforceable according to its terms. This Agreement shall be construed, interpreted and governed by New Zealand law, excluding sections 202 – 206 of the Contract and Commercial Law Act 2017 (United Nations Convention on Contracts for the International Sale of Goods). You submit to the exclusive jurisdiction of the New Zealand Courts. Neither party shall be liable for losses caused by natural disasters, strikes or labour disputes, disruption of communications or other acts or conditions beyond the reasonable control of such party. There is no joint venture, partnership, agency or fiduciary relationship existing between the parties, and the parties do not intend to create any such relationship by this Licence Agreement.
The provisions of sections 2 – 5, 7, 11 – 17 and 19 shall survive the expiration or termination of this Licence Agreement. A party's waiver of any breach or its failure to enforce any term of this Licence Agreement may not be deemed a waiver of any other breach or of its right to enforce the same term or others in the future. This Licence Agreement will be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns, provided that this Licence Agreement may not be assigned by End User (whether by operation of law or otherwise) without our prior written consent, which consent may be withheld in our sole discretion. We may assign any or all of our rights and obligations under this Agreement. This Agreement is intended to confer benefits on our licensors holding proprietary interests in the Application, and accordingly the licensors may enforce this Agreement.
For the purposes of this Licence Agreement:
- a) “Application” means the software application we provide to the End User together with all media, on-line or printed documentation or files, related materials and our Website) that we provide or make available to the End User.
- b) "Intellectual Property Rights" means all concepts, know-how, inventions, patents, trademarks, trade names, trade dress, trade secrets, ideas, copyright, moral right and any other proprietary rights, together with any modifications, enhancements, and derivative works of any of the foregoing in any media, tangible or intangible, now in existence or created in the future.
- c) “Licence" means a licence for the use of the Application.
- d) “Platform Operator” means the provider or operator of a distribution platform for applications and other software e.g. Apple App Store, Google Play etc.
- f) “User Content” means all data and content, whether or not proprietary to the End User, that the End User supplies to us or submits or loads onto the Application (or provides or makes available for supply to us or submission or uploading to the Application) from time to time.
- g) “Website” means any website (or websites) operated by us (including www.scissorsapp.com and any websites on the root domains scissorsapp.com and scissorsapp.co.nz) and used as part of the Application.