This is an important document. Please read this carefully as it governs our relationship and the use of the software by you.
In this document, unless otherwise defined expressly within a clause, words beginning with a capital letter that are defined in the Definitions Schedule (contained at the end of this document) have the meaning ascribed to them in that schedule.
This document constitutes a legally binding contract between RecruitKit and you, the person/candidate uploading your relevant information and records to the Software (the User).
By using the Software, the User agrees to be bound by the terms of this document.
Once the User has accepted the terms of this document by clicking the "I have read, and agree to, the RecruitKit Terms and Conditions" or if the User otherwise commences accessing or using the Software, the User waives any right it may have to assert that the fact that the User indicating its acceptance of this document electronically does not constitute actual acceptance.
The terms contained in this document, from time to time, may be updated by RecruitKit. If any such update occurs, then the User's continued access to, and use of, the Software will constitute acceptance of this document (as updated from time to time).
The User must, and warrants that it has provided RecruitKit with, all current, complete and accurate registration information as required by RecruitKit from time to time.
The User authorises RecruitKit to verify all registration details as required for the User's use of the Software.
The User must do the following things as a condition of its use of the Software (in addition to anything else the User is required to do under this document):
Comply with any laws that apply in the User's jurisdiction in connection with the User's use of the Software.
Protect any user name, credentials, certificates, passwords or other account details used in connection with the Software.
Tell RecruitKit immediately of any unauthorised access to the Software or the User's account.
must ensure that all details, records, personal information and any other information of the User uploaded to, or stored within, the Software (User Information) is accurate, up-to-date and not misleading in any way;
acknowledges and agrees that prospective employer(s) and recruitment agency(ies) will have access to the User Information (including being able to download it) and the User consents to RecruitKit disclosing or making such User Information available to those parties;
authorises RecruitKit to store and retain all User Information; and
must only use the Software with respect to genuine employment activities, and not for any other purpose.
The User irrevocably authorises RecruitKit to:
complete and lodge any necessary forms and applications with any governmental or regulatory authority (including, but not limited to, the Police and right to work checks); and
disclose the personal information of the User in order to undertake such searches,
and in addition forward the results of, and all documents relating to, such governmental and regulatory authority searches to the relevant potential employer(s) and recruiter(s).
The User must not do any of the following things that are listed below at any time whether during or after the currency of this document:
Reverse engineer, de-compile, disassemble, modify or alter the Software, or otherwise attempt to discover its source code, algorithms, techniques, methodology, analysis or results of the Software.
Transfer, novate, sub-license, re-sell, rent, lease, lend or otherwise assign any part of the User's rights and obligations under this document without the prior written consent of RecruitKit.
Copy any ideas, functions, features or graphics, or otherwise derived, from the Software for any purpose, including but not limited to development of a similar program or service.
Duplicate the Software or otherwise translate, adapt or create derivative works from the Software, in whole or in part.
Tamper with or attempt to bypass functionality that operates to enforce this document, including the unauthorised use of the Software by anyone else.
Use the Software in any manner not authorised by RecruitKit or which is inconsistent with the purpose of the Licence.
Use, post, transmit or introduce any software, routine or device that interferes or attempts to interfere with the operation, integrity or performance of the Software, or attempts to gain unauthorised access to the Software, RecruitKit's systems or third party data.
Use the Software to store or transmit infringing, defamatory, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy or intellectual property rights.
Act in a manner that is abusive to an employee, contractor or other agent of RecruitKit.
Enter, upload or otherwise transmit information and records which are false, misleading or inaccurate.
The User warrants to RecruitKit that it:
has made its own enquiries in relation to the Software and how it can be used by the User;
has not relied on any representation made by RecruitKit, either verbally or in writing, when deciding whether to enter into this document or using the Software; and
is authorised and has the legal power and capacity to enter into this document.
It is an essential term of this document that the User indemnify RecruitKit against any Claim made against, or suffered by, RecruitKit in connection with the User's breach of this document.
Subject to the User’s compliance with this document, RecruitKit grants to the User a personal, limited, non-exclusive, non-transferable, non-assignable licence to use the Software:
on the terms and conditions set out in this document;
for the purpose of uploading the relevant information of the User for viewing and scrutiny by prospective employer(s) and recruitment agency(ies); and
for the User's personal purposes,
The Licence will be automatically revoked when this document comes to an end for any reason.
For the avoidance of doubt, this document:
is not an agreement of sale; and
does not transfer any title, intellectual property rights and/or ownership in any part of the RecruitKit IP or the Software to the User.
The Software may contain access to, or features that interface with, third party online services and software (Third Party Services). Where Third Party Services are available, separate terms and conditions with the provider of the Third Party Services will apply.
RecruitKit discloses that some third party service providers may provide commissions to RecruitKit for the use of their services by a candidate (including, for example, Flare HR). The User cannot make claim against RecruitKit in connection with those commissions.
The Software, all RecruitKit IP and all contents within the RecruitKit website will, at all times, remain vested in RecruitKit.
The User does not have any rights to use or profit from the use of the RecruitKit IP or the Software other than:
in accordance with this document; or
with the prior written consent of RecruitKit.
All modifications and updates made to any part of the RecruitKit IP or the Software remains vested at all times in RecruitKit, regardless of which party suggested, recommended or otherwise made the modification or update.
The User must not:
disclose the RecruitKit IP (or any part of it) to any person except as permitted by this document;
launch or attempt to launch a product or arrangement that is the same or similar to RecruitKit IP or the Software, or which uses any part of the RecruitKit IP without the prior written consent of RecruitKit; or
do any thing that:
is inconsistent with RecruitKit's interest in the RecruitKit IP or the Software;
leads, or may lead, to the value of the RecruitKit IP or the Software being diminished or otherwise adversely affected; or
in the absolute discretion of RecruitKit, brings the business or reputation of RecruitKit into disrepute.
The User's right to use the Software is subject to the User complying with the terms of this document. If the User does not comply with this document then RecruitKit may suspend the User's right to access and use the Software until RecruitKit is satisfied that the User is no longer in default.
If RecruitKit suspends the User's right to use the Software on the basis referred to in clause 6.1.1, RecruitKit:
will try, but is not obliged, to provide the User with prior notice; and
will not be liable to the User for any Claim that arises as a result of the suspension of the User's right to use the Software.
RecruitKit may terminate this document immediately:
if the User breaches any provision of this document;
if the User becomes subject to bankruptcy; or
at any other time by providing notice to the User.
Without limiting any right of RecruitKit with respect to any default by the User, the User will no longer have access to the Software on and from the date of termination.
RecruitKit will perform maintenance and updates to the Software from time to time. This may mean that the User's access to, and use of, the Software is interrupted or disrupted from time to time.
RecruitKit will endeavour to provide the User with reasonable notice of the conduct of any regular system maintenance, downtimes or updates (but is not obliged to do so).
There will be times when RecruitKit will not be able to provide the User with any such notice because the maintenance is required to fix an urgent issue or for some other similar reason.
RecruitKit does not warrant that:
the Software will:
be error free, uninterrupted, complete or completely secure;
be compliant with any applicable laws;
meet the User's requirements;
any defects in the Software will be rectified;
the Software will continue to operate during any event that is out of RecruitKit's control such as any Unforeseen Event, power failures, system failures or the User's systems or hardware not being compatible with the Software; or
the Software will be immune from unauthorised access or the alteration of any data stored within it.
The User acknowledges and agrees that use of the Software requires internet access which may be affected by factors beyond RecruitKit's control. Any access to the internet and storage of data on servers may involve risks and that while as far as possible RecruitKit will try to, RecruitKit cannot guarantee security.
The User releases, and cannot make any Claim against, RecruitKit that arises out of any interruption to the use of the Software by the User as a result of any event or thing referred to in this clause 7.
If the User is a consumer within the meaning of the Australian Consumer Law, there are certain rights (such as the consumer guarantees implied by the Australian Consumer Law) which cannot by law be excluded (Non-Excludable Conditions). The provisions of this clause 8 remain subject to those Non-Excludable Conditions.
To the full extent permitted by law, the Software is provided on an "as is" and "as available" basis without warranty, express or implied, of any kind or nature, including, but not limited to, any warranties of performance, merchantability or fitness for a particular purpose.
The User assumes all risk and liability resulting from the use of the Software even if RecruitKit had or should have had prior knowledge of use to which the Software would be put.
To the fullest extent permitted by law, the liability of RecruitKit for any breach of this document or the User's use of the Software arising as a result of the negligence of RecruitKit or for breach of any conditions or warranty implied in this document or by law is limited to $1.00.
Under no circumstances will RecruitKit be liable for any Indirect Loss suffered by the User which arises under, or in connection with, this document and/or the User's use of the Software.
The User must comply with the applicable national, state, and local laws and regulations with respect to its rights and obligations under this document, including applicable privacy laws and regulations.
The law in force in the State of New South Wales, Australia governs this document. The parties:
submit to the exclusive jurisdiction of the courts of New South Wales, Australia and any courts that may hear appeal from those courts in respect of any proceedings in connection with this document; and
may not seek to have any proceedings removed from the jurisdiction of New South Wales, Australia on the grounds of forum non conveniens.
Despite clause 9.2.1, RecruitKit will not be prevented from taking proceedings relating this document in any other courts of any country or State. To the extent allowed by law, RecruitKit may take concurrent proceedings in any number of jurisdictions.
No rule of construction applies to the disadvantage of a party because that party was responsible for the preparation of, or seeks to rely on, this document or any part of it.
Nothing in this document will be taken to constitute RecruitKit as an employee, agent, partner or joint venturer of the User nor is the User authorised to represent itself as acting, or to incur any obligation, on behalf of RecruitKit.
The indemnities in this document are continuing obligations, independent from the other obligations of RecruitKit under this document and continue after this document ends. It is not necessary for RecruitKit to incur expense or make payment before enforcing a right of indemnity under this document.
If any term of this document is illegal or otherwise unenforceable, it will be deemed to be severed from this document, and all other terms of this document will remain in full force and effect.
The non-exercise of or delay in exercising any power or right of a party does not operate as a waiver of that power or right, nor does any single exercise of a power or right preclude any other or further exercise of it or the exercise of any other power or right. A power or right may only be waived in writing, signed by the parties to be bound by the waiver.
RecruitKit may assign, encumber, declare a trust over or otherwise create an interest in its rights under this document and/or the Software without the consent of the User, and may disclose to any potential holder of the right or interest any information relating to this document or any party to it or the Software.
RecruitKit may subcontract any part of its services under or in connection with this document to third parties without notice to, or consent of, the User.
Where this document states that the consent or approval of RecruitKit is required, RecruitKit may: give or withhold that consent or approval in its absolute discretion and which may be subject to conditions.
If a party consists of more than one person:
an obligation of that party is a joint obligation of all of those persons and a several obligation of each of them;
a right given to that party is a right given jointly and severally to each of those persons, and if exercised by one of them, is deemed to be exercised jointly; and
a representation, warranty or undertaking made by that party is made by each of those persons.
If this document is inconsistent with any other document or agreement, this document prevails to the extent of the inconsistency except to the extent that RecruitKit expressly agrees otherwise.
If any term of this document needs to operate after this document ends then that term survives the expiry or earlier termination of this document (i.e. that term continues to apply even though thus document has ended).
Australian Consumer Law means the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth).
Claim means any allegation, debt, cause of action, liability, claim, proceeding, suit or demand of any nature whatsoever arising and whether present or future, fixed or unascertained, actual or contingent whether at law, in equity, under statute or otherwise.
Confidential Information means all confidential, non-public or proprietary information, regardless of how the information is stored or delivered, exchanged between the parties in connection with the Software the business, technology or other affairs of the disclosing party (Discloser) of the information but does not include information:
which is in or becomes part of the public domain other than through breach of this document or an obligation of confidence owed to the Discloser;
which the party receiving the information (Recipient) can prove by contemporaneous written documentation was:
already known to it at the time of disclosure by the Discloser (unless such knowledge arose from disclosure of information in breach of an obligation of confidentiality); or
independently developed by the Recipient without reference to the Confidential Information of the Discloser; or
which the Recipient acquires from a source other than the Discloser or any of its representatives where such source is entitled to disclose it.
GST means the goods and services tax payable in accordance with the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
Indirect Losses means any indirect or consequential loss or damage arising from a breach of contract or agreement (including breach of this contract), tort, or any other basis in law or equity including, but without limitation to, loss of profits, loss of revenue, loss of production, loss or denial of opportunity, loss of access to markets, loss of goodwill, computer or system failure or malfunction loss, indirect or remote or unforeseeable loss, costs of obtaining substitute product, work stoppage, costs associated with denial of access or down-time, any loss associated with damaged or stolen data, loss of business reputation, future reputation or publicity, or any similar loss whether or not contemplated by the parties.
RecruitKit means RecruitKit Pty Limited (ABN 76 646 676 664) and its assignees and successors.
RecruitKit IP means all intellectual property rights throughout the world, whether existing under statute, at common law or in equity, now existing or created in the future in connection with the Software, including (but not limited to):
all documentation and explanatory materials, user manuals, training materials provided by RecruitKit, whether in printed or electronic form, relating to the Software and its use, operation and implementation and any modifications or enhancements of it;
all intellectual property rights in the Software;
the Trade Marks; and
all business names, trade names, logos, circuit layouts, computer software, code, algorithms, confidential information, copyright, designs, domain names, trade secrets, moral rights, derivative rights, formulas, inventions, know-how, patents, and other results of intellectual activity in the industrial, commercial, scientific, literary or artistic field, including the benefit of any application to register such a right and the benefit of any renewal or extension of such a right.
Software means the suite of products and solutions offered by RecruitKit from time to time (whether online or an internal based solution) including the online based personnel recruitment solution known as "RecruitKit" for use by the User, including its contents, features and functionalities, through the RecruitKit website.
Licence has the meaning ascribed to that term in clause 4.1.1.
Trade Marks means all registered and unregistered marks relating to the Software.
Unforeseen Event means any event, occurrence or condition beyond the control of RecruitKit, including but not limited to acts of war (whether declared or not) or terrorism, acts of god, the mobilisation of armed forces, civil commotion or riot, natural disaster, industrial action or labour disturbance, currency restriction, embargo, fire, flood, earthquake, accident, failure of communications or energy sources, breakdown of plant and equipment, action or inaction by a government, pandemic, a failure of a supplier, public utility or common carrier or computer disruption due to the effects of a computer virus, trojan, malware or other malicious code.