THIS DOCUMENT SETS OUT THE TERMS AND CONDITIONS ("TERMS") ON WHICH TEFL PROFESSIONAL NETWORK LTD (COMPANY REG. NO. 03354749) OF 71-75 SHELTON STREET, COVENT GARDEN, LONDON, WC2H 9JQ, UNITED KINGDOM ("TPN") PROVIDE YOU ("YOU" OR "USER") WITH, WHICHEVER IS APPLICABLE, THE JOBSEEKER SERVICES ("JOBSEEKER SERVICES"), THE SUBSCRIPTION NEWSLETTERS ("NEWSLETTERS"), AND THE EMPLOYER SERVICES ("EMPLOYER SERVICES"), (COLLECTIVELY, THE "SERVICES") SET OUT AT WWW.TEFL.COM ("WEBSITE"). PLEASE READ THESE TERMS VERY CAREFULLY BEFORE USING THE WEBSITE AND THE SERVICES. IF YOU ARE USING THE SERVICES ON BEHALF OF YOUR EMPLOYER OR ACTING AS AN EMPLOYEE, YOU WARRANT THAT YOU ARE AUTHORISED TO ENTER INTO LEGALLY BINDING CONTRACTS ON BEHALF OF YOUR EMPLOYER. THE SAME RIGHTS, LIMITATIONS AND RESTRICTIONS APPLY TO YOUR EMPLOYER. YOU AGREE THAT THESE TERMS ARE ENFORCEABLE AS IF THEY WERE A WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOUR EMPLOYER. YOU ACKNOWLEDGE AND AGREE THAT BY CLICKING ON "I ACCEPT", YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, YOU WILL NOT BE ABLE TO USE THE WEBSITE AND THE SERVICES. YOU ARE ADVISED TO PRINT AND RETAIN A COPY OF THESE TERMS FOR YOUR FUTURE REFERENCE.
SECTION A: GENERAL PROVISIONS APPLY TO ALL USERS OF THE SERVICES.
THE FOLLOWING SECTIONS SHALL APPLY TO YOU ACCORDINGLY IN ADDITION TO THE PROVISIONS OF SECTION A.
SECTION B: JOBSEEKER SERVICES
SECTION C: SUBSCRIPTION TO NEWSLETTERS
SECTION D: EMPLOYER TERMS AND CONDITIONS
SECTION E: ADVERTISER TERMS
SECTION A: GENERAL PROVISIONS
1 THE WEBSITE
1.1 The Website is owned and managed by TEFL Professional Network Ltd, a company registered in England and Wales with Company Registration Number 03354749 and having its address at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom.
2 REGISTRATION
2.1 In order to use the Services, you shall first be required to register with TPN as a User by completing the online registration form on the Website.
2.2 TPN shall send you a confirmation email (" Confirmation Email ") once it has accepted and confirmed your registration as a User. Your contract (" Contract ") to use the Services commences on the date of the Confirmation Email.
2.3 TPN reserves the right to conduct verification and security procedures in respect of all information provided by you to TPN. If TPN has reason to believe that the information provided by you to register and use any of the Services breaches or is likely to breach any of the provision in these Terms, TPN at its sole discretion may take any action that it deems appropriate including without limitation, to terminate your Contract.
3 YOUR STATUS
3.1 If you wish to use the Jobseeker Services available to you on the Website, you will be deemed a " Jobseeker ". In this case, the provisions under Section A and Section B apply. If you subscribe to any Newsletters, Section C shall also apply to you in addition.
3.2 If you wish to use the Employer Services, you shall be deemed an " Employer " and the provisions under Section A and Section D shall apply.
3.3 If you wish to publish Advertisements on the Website, you shall be deemed an “Advertiser” and the provisions under Section A and Section E shall apply.
4. YOUR OBLIGATIONS
4.1 You shall at all times use the Services and the Website in accordance with these Terms.
4.2 You shall keep your username and password (" Logins ") safe and secure to ensure that they are not used without your permission. You must immediately notify TPN if you have reason to believe that there has been unauthorised use or access to your Logins and/or your profile on the Website ("Profile").
4.3 You shall be solely responsible and liable for any breaches of these Terms arising out of or resulting from use of your Logins to access the Services and/or the Website, whether such use is authorised by you or not.
4.4 You shall procure that your use of the Services and/or the Website, including the submission for publication on your Profile or your unique individual webpage on the Website (" Portal ") any images, videos, audio, files, links to external website, information and all other material of all formats (" Your Submissions "):
4.4.1 comply with all applicable laws and legislations;
4.4.2 do not infringe any intellectual property rights or other proprietary rights of any third party;
4.4.3 are not reasonably deemed to be offensive, illegal, inappropriate or in any way:
(i) promote racism, bigotry, hatred or physical harm of any kind against any group or individual;
(ii) harass or advocate harassment of another person;
(iii) display pornographic or sexually explicit material;
(iv) promote any conduct that is abusive, threatening, obscene, defamatory or libellous;
(v) promote any illegal activities;
(vi) provide instructional information about illegal activities, including violating someone else's privacy or providing or creating computer viruses;
(vii) promote or contain information that you know or believe to be inaccurate, false or misleading;
(viii) engage in the promotion of contests, sweepstakes and pyramid schemes, without our prior written consent;
(ix) exploit people in a sexual or violent manner;
(x) invade or violate any third party's right to privacy; and
(xi) transmit "junk mail", or "chain letters", or unsolicited mass mailing, messaging or "spamming".
4.5 TPN does not vet, verify the accuracy, correctness and completeness, edit or modify any of Your Submissions or any other information, data and materials created, used and/or published by you on the Website to determine whether they may result in any liability to any third party. You hereby warrant that you have the right to use all such information and material.
4.6 Whilst TPN aims to publish all Your Submissions on the Website, TPN reserves the right to refuse or remove any such publication whether wholly or partly if TPN has reason to believe that your use of the Services and/or the Website breaches these Terms.
4.7 You hereby grant TPN a non-exclusive, perpetual, irrevocable, worldwide licence to make Your Submissions available on the Website.
4.8 You shall not:
4.8.1 at any time use the Services and/or the Website with the purpose of impersonating another User or person; and
4.8.2 use the information made available to you through your use of the Services and/or the Website for any purpose other than for the purposes of procuring benefit out of the Services and/or the Website; and
4.8.3 do anything whatsoever which shall or is likely to impair, interfere with, damage, or cause harm or distress to any persons using the Services and/or the Website or in respect of the network.
4.9 You shall comply with all instructions which TPN provides to you from time to time in respect of the Services and the Website.
4.10 TPN may from time to time carry out security checks or request for information from you in order to provide you with the Services and use of the Website. You agree that you shall co-operate with any such security and request for information exercises undertaken by TPN.
4.11 TPN takes breaches of this clause 4 very seriously and therefore reserves the right to take any action that TPN deems necessary. This can include, without limitation, suspension or termination of your use of the Services and/or access to the Website and removal of Your Submissions. In certain circumstances TPN may choose to instigate legal proceedings as appropriate if there is illegal use of the Services and/or the Website. You shall promptly notify TPN if you are aware of any suspected breaches of this clause 4 by other Users.
5 TERMINATION
5.1 You may terminate your Contract by ceasing all use of the Services and the Website and deleting your Profile. Please refer to the Website for further information about how you may delete your Profile and terminate your Contract with TPN.
5.2 In addition to any TPN rights of termination outlined in Section B, C, D or E, TPN shall be entitled to suspend and/or terminate your access and use of the Website and/or the Services:
5.2.1 if TPN's network providers and suppliers cease providing TPN with their services;
5.2.2 if TPN has reason to believe that you have breached any of the provisions under these Terms;
5.2.3 if TPN has reason to believe that you fail to comply with the applicable laws and legislations;
5.2.4 if TPN has reason to believe that your Logins and/or Profile may have been hacked into by a third party and used without your authorisation, in which case TPN shall assign you with your new Logins; or
5.2.5 in situations where TPN has reason to believe that you have provided TPN with false, inaccurate or misleading information when you registered to use the Services and the Website.
5.3 Upon termination of your Contract in accordance with clause 5.1 or clause 5.2, you are no longer a User of the Services and the Website and therefore shall have no access to them. TPN shall remove all information available on your Profile including without limitation Your Submissions to the extent that TPN is not bound by any existing law and legislation to retain such information.
6 WARRANTIES AND LIABILITIES
6.1 You hereby warrant that (a) you have the right and capacity to enter into and be bound by these Terms; and (b) you shall comply with all applicable laws regarding your use of the Services and the Website.
6.2 TPN relies on other service providers (such as network provider, data centres, telecommunication providers) to make the Services and the Website available to you. Whilst TPN takes all reasonable steps available to it to provide you with a good level of service, TPN does not warrant, represent or guarantee that such service shall be fault free or uninterrupted at all times, or that the Services and/or the Website will be available and/or accessible in all countries around the world. TPN therefore shall not be liable in any way for any losses you may suffer as a result of delays or failures of the Services and Website as a result of TPN's service providers or in the event that access to the Services and/or Website is blocked or restricted from certain countries.
6.3 TPN does not have any control in respect of the content uploaded on the Website and therefore does not vet, verify the accuracy, correctness and completeness, monitor, edit or modify any of the content on the Website (including Your Submissions) to determine whether they may result in any liability either to you or to any third party. Consequently, all information and content available on the Website is provided to you "as is" and you agree that any use made by you of such content shall be strictly at your own risk. We recommend that you do not rely on such information in making or refraining from making a decision or to embark on a specific course of action.
6.4 TPN does not in any way participate in nor shall it be liable in any way for whatsoever reason for any communication, transaction, meet-ups, set-ups or any relationship between you and other Users. TPN therefore recommends that you take all safety precautions when contacting, socialising, and engaging in any business transactions or business or social gatherings and meetings with other Users.
6.5 TPN may display links to third party websites and third party advertising banners on the Website. However, TPN shall not be responsible and does not accept any liability for the content and your use of such third party links and advertising banners.
6.6 Nothing in these Terms shall serve to limit or exclude you and TPN's liability for death or personal injury resulting from your or TPN's negligence or any liability for fraudulent misrepresentation.
7 INTELLECTUAL PROPERTY RIGHTS
7.1 TPN and its licensors own all rights in the intellectual property rights relating to the Services and the Website. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
7.2 You may print off one copy and you may download extracts of any pages from the Website solely for your personal use; and you may draw the attention of other Users to Your Submissions or materials posted on the Website.
7.3 TPN's status (and that of any identified contributors including other Users) as the author of the materials on the Website must always be acknowledged. You must not use any part of the submissions of other Users and all materials on the Website for commercial purposes.
8 COMPLAINTS
8.1 If you wish to lodge a complaint about another User for breaching any of these Terms and in particular, the terms under clause 4 or any other aspect of the Website, you may do so by sending TPN details of your complaint by using the "Contact Us" form available on the Website. TPN will use its reasonable endeavours to respond to your complaints within a reasonable time and to take reasonable action which it deems appropriate to resolve or rectify the subject matter of such complaints.
9 DATA PROTECTION AND PRIVACY POLICY
9.1 You and TPN shall comply with the General Data Protection Regulations (“ GDPR ”) and all other successor legislation and regulation in the performance of the obligations set out under these Terms.
9.2 TPN processes your personal data (as such term is defined in the GDPR and all other successor legislation and regulation) in accordance with its standard Privacy Policy which is accessible on the Website.
10 GENERAL
10.1 If TPN fails at any time to insist upon strict performance of its obligations under these Terms, or if it fails to exercise any of the rights or remedies to which it is entitled to under these Terms, this will not constitute a waiver of any such rights or remedies and shall not relieve you from compliance with such obligations.
10.2 A waiver by TPN of any default shall not constitute a waiver of any subsequent default.
10.3 No waiver by TPN of any of these Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
10.4 All notification and communication to TPN should be sent to the contact details made available to you on the Website.
10.5 If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent, be severed from the remaining terms, conditions and provisions which shall continue to be valid to the fullest extent permitted by law.
10.6 These Terms represent the entire agreement between you and TPN in respect of your use of the Website and shall supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
10.7 You acknowledge that in entering into these Terms, you have not relied on any representations, undertaking or promise given by or implied from anything said or written whether on the Website, the Internet or in negotiation between us except as expressly set out in these Terms.
10.8 TPN reserves the right to modify these Terms at any time. Any changes we may make to this document in the future will be notified and made available to you using the Website.
10.9 These Terms shall be governed by and construed in accordance with English law and the English courts shall have exclusive jurisdiction. If you live outside the UK, English law shall apply only to the extent that it does not deprive you of any legal protection accorded under the law of the place where you are habitually resident. If English law deprives you of any legal protection which is accorded to you under your local law, these terms will be governed by your local law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.
SECTION B: JOBSEEKER TERMS AND CONDITIONS
B1. JOBSEEKER SERVICES
B1.1 TPN shall provide you with the Jobseeker Services free of charge in consideration for your compliance with the provisions of these Terms. The Jobseeker Services shall comprise the following:
(i) access to a list of jobs advertised on the Website (" Vacancies " and " Vacancy " shall be construed accordingly) by Employers;
(ii) the facility to create your resume (" Profile ") to the Website for Employers to view; and
(iii) the facility to apply for the Vacancies and to submit your Profile and supporting documents to the Employers;
(iv) use of certain features and functionalities to manage and track the Vacancies applied for and the correspondences between you and the Employers;
(v) access to and use of any other features and functionalities of the Jobseeker Services provided by TPN to you from time to time.
B1.2 TPN shall keep confidential all information (including but not limited to your Profile and the Vacancies for which you have applied), stored and retained by you using the Jobseeker Service subject to any legal and/or statutory requirements on TPN to disclose all such information about you.
B1.3 When you register as a jobseeker, your Profile privacy settings will automatically be set to “Resume Private”, this means that your Profile will not be searchable or accessed by Employers. If you switch your privacy settings to “Resume Visible”, your Profile will be searchable and available for download by Employers. You agree and acknowledge that these privacy settings allow you to control Employers having access to your Profile. TPN shall not be liable for any breaches of confidentiality and privacy where such breaches arise out of or in connection with your use of the privacy settings on your Profile.
B1.4 If you wish to apply for vacancies you will need to “activate” your Profile, all of the details on your Profile will be available to those that you have initiated an application with.
B1.5 You are responsible for all information included on your Profile. We do not check the content on your Profile, so you are solely responsible for verifying the content therein prior to uploading to the Website. We shall not be liable for any action (or inaction) of the Employer arising in connection with the viewing of your Profile.
B1.6 If you do not log in for more than 90 days your Profile will be de-activated. If your Profile has been de-activated, visibility will automatically be set to “Resume Private”. This means that you will not be able to apply for Vacancies and your Profile will not remain searchable nor available for download by Employers however, where you have previously submitted a job application that application will still be accessible by the employer.
B1.7 Our job application service is provided to enable the jobseeker to submit a single online resume and cover message (job application) to an employer. The jobseeker may not submit multiple job applications for a single post and/or more than a maximum of 50 job applications over a one month period. TPN reserves the right to suspend without notice any account which exceeds one job application per post and/or 50 applications over a one month period.
B2. YOUR ADDITIONAL OBLIGATIONS AS A JOBSEEKER
B2.1 You shall at all times use the Jobseeker Services in accordance with these Terms and strictly for your personal and non-commercial use only.
B2.2 You are solely responsible for the use of the Jobseeker Service and the management of your job search and job application process for the Vacancies advertised by the Employers.
B2.3 You are also responsible for:
(i) ascertaining the identity of the Employer(s);
(ii) ensuring that you have the qualification, skills, training and experience requested in the job specification for the Vacancies for which you applied;
(iii) ascertaining the specific professional requirements, if any, required as set out in the Vacancies;
(iv) ensuring that you have sufficient information in respect of any health and safety risks in respect of a specific Vacancy and procuring a response from the Employer regarding how it proposes to deal with such risks;
(v) all information provided to the Employer including without limitation your Profile and all other supporting documents; and
(vi) ensuring that you have the right and permission (or are able to obtain the relevant rights and permissions) to work in the relevant country specified in the Vacancy,
when you apply for a Vacancy advertised on the Website using the Jobseeker Services.
B2.4 In using the Jobseeker Services, you shall:
(i) not provide information (including in your resume, Profile and any supporting documents) which you know to be inaccurate, false, incomplete, untrue or is or may be deemed to be a misrepresentation of the facts;
(ii) provide all information requested by the Employer(s) including without limitation, proof of your identity, your qualifications, skills, training and experience and confirmation that you have the right and permission to work in the relevant country;
(iii) exercise caution and take care not to breach the provisions in your existing employment contract or any other contractual obligations you may have when you apply for a Vacancy; and
(iv) immediately notify TPN in the event it has any reason to believe or suspect that a Employer or another User has breached any of its Terms under Section A or that any of the Vacancies posted by a Employer is not genuine, false, inaccurate and/or incomplete.
B3. ADDITIONAL WARRANTIES
B3.1 You shall be able to provide all the documentation requested by the Employer in verifying your identity, your qualifications, skills, training and experiences.
B3.2 You acknowledge and agree that when you use the Jobseeker Services, TPN does not guarantee that you will:
(i) find Vacancies suitable to your specific qualifications, skills, training and experiences;
(ii) secure interviews with Employers;
(iii) secure a job; and
(iv) achieve any specific results whatsoever.
B3.3 You further agree that TPN does not vet or verify the identity of the Employers or the information set out in the Vacancies posted on the Website. Consequently, TPN does not warrant or guarantee:
(i) the currentness, completeness, correctness and accuracy of the Vacancies posted on the Website by the Employer;
(ii) that the Vacancies are genuine; and
(iii) the identity of the Employers using the Website.
B4. FEES, CANCELLATIONS AND REFUNDS
B4.1 Parts of the Jobseeker Services (JobPrompt) are subject to payment of one off or periodical charges (the "Chargeable Services"). You agree that in the event you subscribe to or order a Chargeable Service, payment shall be in accordance with this clause B4.
B4.2 You shall pay for such Chargeable Service (JobPrompt) in advance using your credit card, debit card, or any other acceptable method of payment, as set out on the Website. TPN reserves the right to withhold or cease provision of the Chargeable Service where any part of the payment has not been received.
B4.3 You undertake that the credit card which you use is your own and that there are sufficient funds or credit facilities to cover the cost of any fees for the Chargeable Service. TPN reserves the right to obtain validation of your credit card details before providing you with access to the Chargeable Service.
B4.4 All fees for the Chargeable Services stated on the Website are exclusive of VAT (where applicable).
B4.5 TPN reserves the right to increase the fees for the Chargeable Service from time to time and at its sole discretion.
B4.6 If you subscribe to or order a Chargeable Service then, on the condition that you have not made any use, or received any part of, the Chargeable Service, you may cancel such Chargeable Service and receive a refund of the fee paid by sending a request by email to info@tefl.com within 7 days of the date on which the relevant fee was paid. Please note that where you have used or received any part of the Chargeable Services, no right of cancellation or refund shall apply.
B4.7 All fees are in sterling. If you have paid in any other currency the amount charged to you card will be calculated on the date of payment by your payment provider. In the event that we refund you any sums, we will make the refund in sterling. If you have paid in any other currency, the amount refunded to your card will be calculated on the date of refund by your payment provider. The amount refunded may differ slightly from the amount you paid due to currency exchange rate fluctuations. You are responsible for any and all transaction fees and additional charges where payment has been made in any other currencies or for any other reason.
B5. LIABILITY
B5.1 Unless listed under B5,3, if either you or TPN fails to comply with these Terms, neither you or TPN shall be responsible for any losses, damages, costs or expenses that the other suffers as a result of the other's such failure, except for those losses, damages, costs and expenses which are a reasonably foreseeable consequence of the failure to comply with these Terms and we each agree to limit the amount that we should pay to the other under this Contract in respect of any losses, damages costs or expenses incurred in these circumstances to the amount of £500.00.
B5.2 Neither you or TPN shall be responsible for any losses, damages, costs or expenses that fall into the following categories and which resulted from either party's failure to comply with these Terms:
B5.2.1 loss, damages, costs and expenses which were not reasonably foreseeable and could not have been reasonably foreseeable by you or TPN on entering the Contract;
B5.2.2 loss of an anticipated outcome or anticipated savings from use of the Jobseeker Services, unless such outcome or savings are set out on the Website or in these Terms;
B5.3 TPN accepts and does not limit its liability to you for the following categories:
B5.3.1 death or personal injury;
B5.3.2fraud or fraudulent misrepresentation;
B5.3.3 any breach of the obligations implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
B5.3.4 any deliberate breach of the terms and conditions by TPN which would enable you to terminate this Contract with you.
B5.4 If you do not understand the meaning of the terms above you can get further guidance on this through the Citizen's Advice Bureau, the Office of Fair Trading, and local trading standards.
SECTION C: TPN NEWSLETTERS
C1. THE SUBSCRIPTION
C1.1 In the event you subscribe to a Newsletter TPN shall, until such time as you unsubscribe from the Newsletters in accordance with the procedure described on the Website (the " Subscription Period ") provide you with your selected Newsletters in consideration for your compliance with the provisions of these Terms and, where applicable, your payment of the relevant fee.
C2. PROVISION OF THE NEWSLETTER
C2.1 TPN will use reasonable endeavours to deliver the Newsletters to you:
C2.2.1 through the e-mail address provided by you upon subscription to the relevant Newsletter;
C2.2.2 at such intervals described on the Newsletter subscription page of the Website; but TPN cannot guarantee an uninterrupted delivery of the Newsletters.
C3. USING THE NEWSLETTER
C3.1 TPN hereby grants you a non-exclusive, non transferable, non sub licensable, licence during the Subscription Period to view the Newsletters sent to you and, in relation to the Newsletters, you may:
C3.1.1 display the Newsletters electronically on a single computer;
C3.1.2 download and store one copy of each Newsletter in machine readable form; and
C3.1.3 print one copy of the Newsletter.
C3.2 In relation to the Newsletter, you may not:
C3.2.1 download, store, reproduce, transmit, display (including without limitation display on any intranet or extranet site), copy, sell, publish, distribute, provide access to or otherwise use any Newsletter other than in accordance with these Terms;
C3.2.2 sub-license, rent, lease, transfer or assign any rights in the Newsletter, including without limitation copyright, trademark and other intellectual property rights, to any other person, or attempt to do any of the foregoing;
C3.2.3 alter or remove any copyright notices or other notices indicating the proprietary ownership by TPN or any third party of any intellectual property in the Newsletter;
C3.2.4 use the Newsletter in any manner except as expressly permitted, or transfer or export the Newsletter or any copies into any country, other than in compliance with applicable laws;
C3.2.5 reproduce, modify, or in any way commercially exploit any of the Newsletters;
C3.2.6 make the Newsletters available on a network;
C3.2.7 use the Newsletters for any unlawful purpose.
C3.3 TPN reserve the right to make modifications and/or variations to any Newsletters.
C3.4 Without prejudice to TPN's other rights and remedies, TPN reserve the right to temporarily or permanently suspend or disable your access to the Newsletters at any time without notice to you in the event you breach any of the provisions herein.
C3.5 TPN may, in its sole discretion correct any errors in any Newsletters if you notify TPN of the same however, TPN shall be under no obligation to do so and TPN shall have no liability for any failure or delay in the provision of the Newsletters or any loss or damage caused by its provision of the Newsletters.
C4. INTELLECTUAL PROPERTY RIGHTS
C4.1 TPN own or have a licence to use all right, title and interest in and to the Newsletters, including without limitation all copyright and any other intellectual property rights therein. These Terms shall not be construed to convey title to or ownership of the Newsletters to You. All rights in and to the Newsletters not expressly granted hereunder are reserved by TPN.
C5. LIABILITY
C5.1 Unless listed under C5,3, if either you or TPN fails to comply with these Terms, neither you or TPN shall be responsible for any losses, damages, costs or expenses that the other suffers as a result of the other's such failure, except for those losses, damages, costs and expenses which are a reasonably foreseeable consequence of the failure to comply with these Terms and we each agree to limit the amount that we should pay to the other under this Contract in respect of any losses, damages costs or expenses incurred in these circumstances to the amount of £500.00.
C5.2 Neither you or TPN shall be responsible for any losses, damages, costs or expenses that fall into the following categories and which resulted from either party's failure to comply with these Terms:
C5.2.1 loss, damages, costs and expenses which were not reasonably foreseeable and could not have been reasonably foreseeable by you or TPN on entering the Contract;
C5.2.2 loss of an anticipated outcome or anticipated savings from use of the Jobseeker Services, unless such outcome or savings are set out on the Website or in these Terms.
C5.3 TPN accepts and does not limit its liability to you for the following categories:
C5.3.1 death or personal injury;
C5.3.2 negligent misrepresentation, fraud or fraudulent misrepresentation;
C5.3.3 any breach of the obligations implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
C5.3.4 any deliberate breach of the terms and conditions by TPN which would enable you to terminate this Contract with you.
C5.4 If you do not understand the meaning of the terms above you can get further guidance on this through the Citizen's Advice Bureau, the Office of Fair Trading, and local trading standards.
SECTION D: EMPLOYER TERMS AND CONDITIONS
If you are an Employer and wish to use the Employer Services, you may do so in accordance with the terms of this Section D.
D1. DEFINITIONS
D1.1 The following terms shall have the following meaning under this Section D.
" Contract " means the contract between TPN and you for the provision of the Employer Service;
" Charges " means the charges for placing a Vacancy on the Website;
" Employer Information " means information about the Employer;
" Employer Service " means the services provided by TPN to you using the Website as set out in clause D3.2;
" Jobseeker " means a User who is looking for employment using the Website;
" Job Specification " means the job specification for each Vacancy and which includes the information more specifically set out in clause D4.2;
" Portal " means the User's unique individual webpage on the Website which comprises of information and material about the User including without limitation, the User's Profile and the User Profile;
" Profile " means the User's profile on the Portal containing the User's personal information including but not limited to academic background, work experiences and employment history;
“ ResumeView ” means the facility to view the resume database on the Website, including Jobseeker contact information, which may be accessed on a pay per view basis;
“ ResumeView Credits ” means the credits that you may purchase via the Website which may be used to access and view and download resumes using ResumeView;
" Terms " means these Employer Terms and Conditions;
" Vacancy " means each role or position within an organisation comprising the Job Specification, advertised using the Employer Service and only for the purpose of recruitment of a Jobseeker and " Vacancies " shall be construed accordingly.
D2. YOUR CONTRACT WITH TPN
D2.1 In order to use the features and functionalities in the Employer Service and ResumeView, you must be registered as a User of the Website. Your use of the Employer Service and ResumeView shall cease on termination of your Contract.
D2.2 To use the Employer Service and ResumeView, you shall be required to complete the application form on the Website and submit the Employer Information. TPN reserves the right to refuse your application for registration in the event that you fail, in TPN's opinion, to provide sufficient Employer Information.
D2.3 Your Contract with TPN shall:
D2.3.1 commence on the date of TPN's confirmation message sent to you using your User Portal; and
D2.3.2 terminate upon the occurrence of any of the following events:
(i) by you upon 14 days written or e-mail notice to TPN; or
(ii) by TPN on seven (7) days written or e-mail notice to you for any reason and at its sole discretion.
(iii) by TPN immediately on notice if TPN believes or has reason to believe that:
(a) you or someone using your login details has failed to comply with one or more of these Terms;
(b) you are in breach of these Terms;
(c) there has been fraudulent use, misuse or abuse of the Employer Service, ResumeView and/or the Website;
(d) you have provided TPN with false, inaccurate or misleading information in your use of the Employer Service, ResumeView and/or the Website; or
(e) you are in the business of promoting the Employer Service or ResumeView for resale or are otherwise engaged in other similar activities.
D2.4 TPN reserves the right to conduct verification and security procedures in respect of all information provided by you to TPN. If TPN has reason to believe that the information provided by you to use the Employer Service or ResumeView breaches or is likely to breach any of the provision in these Terms, TPN at its sole discretion may take any action that it deems appropriate including without limitation, to terminate your Contract.
D2.5 On termination of your Contract, you shall no longer be able to use the Employer Service or ResumeView and TPN may remove all Employer Information, any Vacancies and Job Specifications held by TPN to the extent that TPN is not bound by any existing law and legislation to retain such information.
D3. THE EMPLOYER SERVICES
D3.1 TPN shall provide you with the Employer Service in consideration for the payment of the Charges.
D3.2 The Employer Service shall comprise of the following:
D3.2.1 facility to upload and remove Vacancies to/from the Website and include a Job Specification for each Vacancy. The Employer Services also allow you to make changes to a Job Specification within twenty-four (24) hours of the Vacancy being uploaded to the Website, provided always such changes relate to the role or position described in the Vacancy when it was first uploaded to the Website. Changes outside of the aforementioned 24 hour period are subject to TPN’s written approval and at their sole discretion. For the avoidance of doubt, where TPN reasonably suspects that the changes made to a Job Specification in relation to an uploaded Vacancy relate to a new role or position, TPN reserves the right to remove such Vacancy without notice to you;
D3.2.2 search TPN’s Jobseeker’s Profile database, access to Jobseeker's Profiles and the User Portal (if permission is granted by the User) of Users who have applied for the Vacancies posted by you;
D3.2.3 functionalities to manage the recruitment process of a Jobseeker;
D3.2.4 provision of the Jobseeker's information of Users who have applied for the Vacancies posted by you using the Employer Service as set out in clause D3.3 below; and
D3.2.5 access to and use of any other features and functionalities of the Employer Service provided by TPN to you from time to time.
D3.3 TPN shall use its reasonable endeavours to provide the Jobseeker's information of Users who have applied for the Vacancies posted by you to you using the Employer Service. The Jobseeker's information which shall be forwarded to you is set out below:
D3.3.1 identity of the Jobseeker;
D3.3.2 the Jobseeker's qualifications, skills, training and experience.
D3.3 Any Vacancy uploaded by you will be subject to the payment of Charges and will remain on the Website for such period specified on the Website or otherwise agreed by TPN (“Vacancy Term”) . If no Vacancy Term is specified, the Vacancy will remain on the Website until removed by TPN at its discretion. On expiry of the Vacancy Term, the Vacancy will be automatically removed from the Website. At any time during the Vacancy Term, you may temporarily suspend the Vacancy from the Website through your Portal (“Suspension Period”) , whereupon the Vacancy will be removed from the Website. Provided the Vacancy Term has not expired, the Suspension Period shall continue until such time as you re-activate the Vacancy through your Portal. For the avoidance of doubt; (i) a Suspension Period will not have the effect of extending the applicable Vacancy Term; and (ii) TPN does not provide any credit or refund of Charges paid in respect of any Suspension Period.
D3.5 TPN may at its sole discretion determine whether to publish, reject, edit or remove any of the Vacancies uploaded onto the Website using the Employer Service. Where TPN chooses not to publish, or rejects, edits or removes, a Vacancy in the event that you have or TPN has reason to believe that you have failed to comply with the Terms herein, it shall not be required to refund the Charges (wholly or partly) to you.
D3.6 You acknowledge and agree that TPN relies on third party suppliers to provide the Employer Service to you. TPN's ability to provide the Employer Service may be impaired by conditions or circumstances beyond its control including without limitation third party service providers, geographic or atmospheric conditions, local physical obstructions, software and hardware features or functionality of your operating system and the number of Users logging onto the Website at the same time. Consequently, TPN does not warrant, represent or guarantee an uninterrupted or fault-free service.
D3.7 In the event of a planned service downtime in respect of the Employer Service or the Website, TPN shall use its reasonable endeavours to notify you in advance provided that TPN is able to do so. TPN shall have no obligation to notify you in the event of an unplanned service downtime.
D3.8 TPN may from time to time add, modify, suspend or cease (temporarily or permanently) the provision of any element of the Employer Service upon notice to you through your User Portal.
D3.9 On expiry or removal (whether by you or TPN in accordance with these Terms) of any Vacancies uploaded onto the Website, TPN reserves the right to delete and/or destroy all information retained by TPN relating to the Vacancy, the Job Specification and any Jobseeker that has responded to the Vacancy.
Multi-Job Credits
D3.10 You may purchase credits to post Vacancies (“Multi-Job Credits”) . Multi-Job Credits may be purchased by using one of the payment methods and in such bundles as advertised on the Website from time to time.
D3.11 The price of Multi-Job Credits and the available bundles shall be as advertised on the Website from time to time and all Multi-Job Credits are non-refundable, non-transferable and may not be exchanged for any other services offered by TPN.
D3.12 Each Multi-Job Credit purchased by you may be used to post a Vacancy. When a Multi-Job Credit is used by you, your Multi-Job Credit balance, which you may access via the Portal (“ Credit Balance ”), shall be updated. Notwithstanding the foregoing, all Multi-Job Credits must be used within 12 months of their purchase date. At the end of the applicable 12 month period, all unused Multi-Job Credits shall expire and will be removed from your Credit Balance.
D4. RESUMEVIEW
D4.1 Subject to the terms of this clause D4, you may use the Website to access ResumeView.
D4.2 In order to access ResumeView, you must purchase ResumeView Credits using one of the payment methods advertised on the Website. ResumeView Credits may be purchased in multiple ResumeView Credits bundles, as part of a Vacancy package or as otherwise advertised on the Website from time to time.
D4.3 The price of ResumeView Credits shall be as advertised on the Website from time to time and all ResumeView Credits are non-refundable, non-transferable and may not be exchanged for any other services offered by TPN.
D4.4 Each ResumeView Credit may be used to access, view and download one full Jobseeker resume via ResumeView. When a ResumeView Credit is used by you, the Jobseeker whose resume you have viewed will be notified and your ResumeView Credit balance, which you may access via the Portal (“ Credit Balance ”), shall be updated.
D4.5 You acknowledge and agree that information and resumes made available in ResumeView may from time to time change, be unavailable or be removed entirely from the Website, either by a Jobseeker at their sole discretion or by TPN as a result of a Jobseeker’s breach of these Terms. Subject to clause 7.2, you may download or take a copy of information and resumes accessed by you via ResumeView to obtain a record of the information made available at the time of viewing.
D4.6 All ResumeView Credits must be used within the period of twelve calendar months from the date of purchase (“ Active Credit Period”). Following expiry of the Active Credit Period, the ResumeView Credits shall be removed from your Credit Balance.
D4.7 TPN shall email you four (4) weeks prior to the expiry of the Active Credit Period and again 48 hours prior to the expiry of the Active Credit Period. Such emails shall be for information purposes only and it is your sole responsibility to ensure ResumeView Credits are used within the Active Credit Period. In no circumstances shall TPN extend the Active Credit Period or be liable to offer any refund, offset, discount or other remuneration if you fail to use ResumeView Credits within the Active Credit Period or you do not receive the email notifications from TPN.
D5. YOUR OBLIGATIONS
D5.1 You shall at all times use the Employer Service, ResumeView and the Website in accordance with these Terms.
D5.2 You shall procure that the Job Specification contains the information set out below:
D5.2.1 the identity of the party recruiting for the Vacancy;
D5.2.2 the likely start date for the Vacancy;
D5.2.3 a description of the role including without limitation the nature of the work and duties and any deadline for submission of an application;
D5.2.4 a list of experience, training, qualifications and any authorisation required by the Jobseeker in respect of the Vacancy;
D5.2.5 any health and safety risks known to you and the steps which you and the steps which you have taken to either prevent or control such risks;
D5.2.6 the rate of pay and benefits package payable to the Jobseeker;
D5.2.7 any processing fee or other charge which will be payable by the Jobseeker; and
D5.2.8 any premium rate telephone numbers a Jobseeker is required to call in respect of the Vacancy, together with details of all costs associated with the Jobseeker calling such premium rate numbers,
and you shall further ensure that the Job Specification does not include:
D5.2.9 any URL or link to your, or any other, website; or
D5.2.10 any e-mail or other contact details whatsoever,
and TPN reserves the right to remove from the Website any Vacancy that (i) fails to include such information referred to in clauses D5.2.1 – D5.2.8 above or (ii) includes such information referred to in clauses D5.2.9 and D5.2.10, in each case without notice to you. Re-posting of the removed Vacancy onto the Website shall be at TPN’s sole discretion.
D5.3 You warrant and represent that the information provided by you pursuant to clause D5.2 and in respect of the Employer Information shall be correct, complete, accurate and up to date. In the event the information in the Job Specification or the Employer Information is incorrect, incomplete, inaccurate or out of date, then you must immediately take all necessary steps to rectify such information in order to comply with this clause D5.3.
D5.4 Once a Jobseeker responds to you using the Website, you may subject to clause D5.5, conduct all your communications with the Jobseeker either using the Employer Service or offline provided that you shall promptly notify each Jobseeker of the status of his or her application for the relevant Vacancies for which he or she has applied, using the Employer Service.
D5.5 You shall at all times:
D5.5.1 use the Employer Service, ResumeView and the Website in accordance with the applicable law and legislation and in particular, data protection, employment and discrimination legislations;
D5.5.2 procure that the Job Specification and your recruitment process does not in any way discriminate on grounds, including but not limited to, sex, gender, race, class, age or disability; and
D5.5.3 refrain from doing an act which may influence the position of the results listing of your Vacancy including without limitation, the inclusion of certain keywords in the Job Specification or any keyword field.
D5.6 You shall promptly notify the Jobseeker or include in the Job Specification any professional body requirements which either you or a Jobseeker applying to a specific Vacancy is required to satisfy.
D5.7 You shall ensure that all activities undertaken by you using the Employer Service, ResumeView and the Website, including without limitation, the uploading of the Employer Information, the Job Specification and the management of the recruitment process:
D5.7.1 do not infringe any intellectual property rights or other proprietary rights of any third party;
D5.7.2 do not contravene any applicable laws, regulations, statutes and codes;
D5.7.3 are not reasonably deemed to be offensive, illegal, inappropriate or in any way:
(i) promote racism, discrimination, sexism, bigotry, hatred or physical harm of any kind against any group or individual;
(ii) harass or advocate harassment of another person;
(iii) display pornographic or sexually explicit material;
(iv) promote any conduct that is abusive, threatening, obscene, defamatory or libellous;
(v) promote any illegal activities; or
(vi) promote or contain information that you know or believe to be inaccurate, false or misleading,
and you agree that you shall reimburse TPN promptly on demand for all losses, costs and expenses (including reasonable legal expenses) suffered or incurred by TPN arising (whether directly or indirectly) out of or in connection with any breach by you of this clause D5.7.
D5.8 You are solely responsible for the use of the Employer Service, ResumeView and the management of the recruitment process for each Vacancy advertised by you.
D5.9 You are also responsible for:
D5.9.1 ascertaining the identity of the Jobseeker(s);
D5.9.2 verifying the Jobseeker's qualifications, skills, training and experience;
D5.9.3 ensuring that the Jobseeker has the right and permission to work in relevant country specified in the Vacancy; and
D5.9.4 procuring from the Jobseeker(s) all information reasonably required by you to determine the Jobseeker's suitability to the Vacancy,
prior to offering the Vacancy to the Jobseeker.
D5.10 TPN does not vet, verify the accuracy, completeness and correctness of any of the Employer Information, Job Specification or any other information, data and materials created, used and/or published by you on the Website in respect of the Employer Service to determine whether they may result in any liability to any third party. You hereby warrant that you have the right to use all such information and material via the Employer Service.
D5.11 You further acknowledge that TPN does not control and therefore has no liability whatsoever in respect of the behaviour, response and quality of the Jobseekers for the Vacancies advertised on the Website.
D5.12 You acknowledge and agree that Jobseekers and TPN may need from time to time amend or remove Jobseeker information from the Website, including information displayed in Jobseeker Profiles, Portals, in resumes available on ResumeView or elsewhere on the Website. You acknowledge and agree that TPN has no liability whatsoever in respect of the quality, completeness or availability of Jobseeker information made available on the Website. For the avoidance of doubt, TPN has no liability in the event that a resume you have paid to access using a ResumeView Credit is changed, unavailable from time to time or is removed entirely from the Website.
D5.13 You shall at all times keep all information including without limitation, the Jobseekers' Profiles, communication and correspondences between you and the Jobseekers, and all information relating to the Jobseekers, including without limitation data accessed via ResumeView, and the recruitment process secure and confidential.
D5.14 Your Contract shall be personal to you or your organisation and you have no right whatsoever to resell the Employer Service to any third party for any reason.
D5.15 You shall not at any time use the Website for the purpose of linking or routing any Vacancy or potential Jobseeker through to another recruitment website that TPN deems (acting reasonably) to be in competition with the Website (other than for the purpose of directing to any relevant application page for the applicable Vacancy). If we discover any such linking or routing, we reserve the right to immediately disable them and terminate Your Contract on notice to you.
D5.16 You hereby indemnify TPN against all losses, liabilities, costs and expenses (including but not limited to legal costs) arising from or incurred by reason of any breach by you of any of the provision under this clause D5.
D6. CHARGES
D6.1 You may use the Employer Services by paying the Charges in advance using any of the accepted method of payment, details of which are set out on the Website.
D6.2 All Charges shall be paid in advance and are non-refundable for any reason whatsoever.
D7. WARRANTIES AND LIMITATION OF LIABILITIES
D7.1 You acknowledge and agree that TPN only provides you with the facility to manage your recruitment process by providing you with the Employer Services and access to ResumeView. TPN does not warrant, represent or guarantee the quality and suitability of the Jobseekers, or that you will be able to fill the Vacancy using the Employer Service, ResumeView and/or the Website.
D7.2 You hereby warrant, represent and guarantee that you shall strictly comply with all the applicable laws, regulations, statutes and codes in respect of your use of the Employer Service and ResumeView.
D7.3 All warranties, representations, guarantees, conditions and terms, other than those expressly set out in these Terms, whether express or implied by statute, common law, trade usage or otherwise and whether written or oral are hereby expressly excluded to the fullest extent permissible by law.
D7.4 Subject to clause D7.6, the maximum aggregate liability of TPN (including its respective agents, sub-contractors or representatives) under, arising from or in connection with these Terms, whether arising in contract, tort (including negligence) or otherwise, shall not exceed the sum of the Charges paid by you to TPN and the ResumeView Credits purchased by you in the twelve (12) calendar months preceding the date the cause of action relating to the claim arose.
D7.5 In no event shall TPN (including its respective agents, sub-contractors or representatives) be liable for any:
D7.5.1 loss of profits;
D7.5.2 loss of data;
D7.5.3, business interruption;
D7.5.4 loss of use;
D7.5.5 loss of contracts;
D7.5.6 loss of expectation;
D7.5.7 loss of goodwill and reputation;
D7.5.8 any indirect or consequential losses of any nature whatsoever; or
D7.5.9 any failure of the Employer Service or ResumeView due to any integration or interoperability issues arising with any third party or your systems or legacy systems, whether or not caused by or resulting from its negligence or a breach of its statutory duties or a breach of its obligations howsoever caused even if it is advised of the possibility of such loss.
D7.6 For the avoidance of doubt, nothing in these Terms shall be deemed to exclude, restrict or limit liability of either party (or their respective agents or sub-contractors) for death or personal injury resulting from their negligence or any liability for fraudulent misrepresentation.
D7.7 Both parties accept that the limitations and exclusions set out in these Terms are reasonable having regard to all the circumstances.
D8. INTELLECTUAL PROPERTY RIGHTS
D8.1 TPN and its licensors own all rights in the intellectual property rights relating to the Employer Service, ResumeView and the Website. You are expressly prohibited from:
D8.1.1 reproducing, copying, editing, transmitting, uploading or incorporating into any other materials, any of TPN's registered or unregistered logo, trademarks, trade names, and features and functionalities of the Employer Service, ResumeView and the Website; and
D8.1.2 removing, modifying, altering or using any registered or unregistered logos, trademarks, trade names and/or designs owned by TPN and/or its licensors, and doing anything which may be seen to take unfair advantage of the reputation and goodwill of TPN or could be considered an infringement of any of the rights in the intellectual property rights owned by and/or licensed to TPN.
D8.2 You warrant that you own or have the right or licence to use the intellectual property rights in the Employer Information, the Vacancy, the Job Description and all information and materials provided by you to TPN.
D8.3 You hereby grant TPN, a perpetual, sub-licensable, worldwide, royalty-free licence to publish and make available on the Website, the Employer Information, the Vacancy and the Job Description and all other information and material provided by you to TPN in respect of the Employer Service.
D8.4 You hereby indemnify TPN against all losses, liabilities, costs and expenses (including but not limited to legal costs) arising from or incurred by reason of any infringement of any intellectual property right by the use or possession of the Employer Information, Vacancy, Job Description and all other information and material provided by you to TPN.
D9. DATA PROTECTION
D9.1 The parties shall comply with the General Data Protection Regulations and all other successor legislation and regulation in the performance of the obligations set out herein.
D9.2 For personal data processed by TPN on your behalf as part of the Employer Service or when using ResumeView, TPN will act strictly in accordance with your lawful instructions by following such processing and security obligations as are contained in these Terms. You confirm that you are solely responsible for ensuring that any processing and security obligations and any retention of personal data comply with all applicable data protection law and legislation.
D9.3 You acknowledge that the use of the Employer Services includes the receipt of applications from Jobseekers in response to Vacancies posted on the Website and that your use of ResumeView may include accessing and downloading information relating to Jobseekers, and that such applications and resumes will contain personal data. You are solely responsible for ensuring that any retention of such personal data by you is in accordance with all applicable data protection laws and regulations.
D9.4 You hereby indemnify TPN against all losses, liabilities, costs and expenses (including but not limited to legal costs) arising from or incurred by reason of your failure to comply with this clause D9.
SECTION E: ADVERTISER TERMS AND CONDITIONS
If you are an Advertiser and wish to use the Advertiser Services, you may do so in accordance with the terms of this Section E.
E1. DEFINITIONS
“Advertisement” means the various advertising solutions available for the Website and which may be varied by TPN from time to time (as further defined in the then current Media Pack) in respect of your goods or services referred to in your Booking Request (and which may include a Vacancy, as defined in Section D);
“Advertisement Particulars” means the content, location and other details relating to the Advertisement, as more specifically set out in the Booking Confirmation;
“Booking Confirmation” has the meaning at clause E2.2;
“Booking Request” means your request for an Advertisement which includes the form of Advertisement, Advertisement Particulars, Desired Publication Date and requested Publication Period, submitted by you to TPN from time to time;
“Cost Per Click Advertisement” means an Advertisement published on the Website which incurs a Cost Per Click;
“Cost Per Click” means the amount specified in the Advertising Solutions Brochure (or where specified to the contrary, in any Booking Confirmation) which is deducted from your Cost Per Click Credit balance each time your Cost per Click Advertisement is clicked;
“Cost Per Click Credit” means the Charges (subject to any Minimum Amount) payable by you for a Cost Per Click Advertisement and from which the Cost per Click shall be deducted;
“Charges” means the charges, subject to any Minimum Amount, payable by you to TPN for publication of the Advertisement, calculated in accordance with the Media Pack and confirmed by TPN in any Booking Confirmation;
“Desired Publication Date” shall have the meaning at clause E2.4;
“Media Pack” means the latest TPN brochure showcasing the different advertising solutions made available by TPN, as may be updated by TPN from time to time;
“Minimum Amount” means any minimum Costs Per Click Credit TPN must receive in respect of any Cost Per Click Advertisement, as specified in the latest Media Pack;
“Minimum Term” means the minimum Publication Period for any Advertisement, as specified in the latest Advertisement Solutions Brochure;
“Publication Date” means the date TPN publishes your Advertisement on the Website; and
“Publication Period” means the period, starting on the Publication Date and subject to any Minimum Term, that the Advertisement shall remain published on the Website.
E2 THE ADVERTISING SERVICES
E2.1 When you submit a Booking Request to TPN, this does not mean TPN has accepted your request for publication of an Advertisement. TPN’s acceptance of a Booking Request will take place as described in E2.2. If TPN is unable to publish an Advertisement, TPN shall not process your Booking Request.
E2.2 On receipt of a Booking Request, TPN may reply confirming receipt of your Booking Request and outlining the terms of publication, including the Publication Period and the applicable Charges (“Booking Confirmation”) . A Booking Confirmation will become binding on TPN when TPN receives the applicable Charges relating to the Booking Confirmation from you. If you do not receive a Booking Confirmation, your Booking Request shall be deemed to have been rejected.
E2.3 Subject to clause E2.2 and in consideration for your payment of the Charges, TPN shall publish the Advertisement(s) on the Website in accordance with the Advertisement Particulars for the Publication Period. The Publication Period shall be the period confirmed by TPN in any Booking Confirmation, save in the case of Cost Per Click Advertisements, where the Publication Period shall continue until your Cost Per Click Credit reaches zero.
E2.4 If you specify a desired Publication Date for the Advertisement on the Booking Request (“Desired Publication Date”) , then subject to clause E3.1, TPN shall use reasonable endeavours to publish the Advertisement on or before the Desired Publication Date. You acknowledge and agree the Desired Publication Date shall not constitute a contractually binding publication date and TPN shall not be liable for any loss, damage, cost, claim or expense arising in the event that the Advertisement is not published on the Desired Publication Date.
E2.5 You acknowledge that TPN may make changes to your Advertisement submitted for publication in order to comply with any size, quality and formatting requirements for publication on the Website.
E2.6 TPN compiles and collates statistics and data relating to each Advertisement published on the Website (“Click Data”) . TPN may make certain Click Data available to you on receipt of a request from you. The specific Click Data that may be made available to you under this clause E2.6 is provided at TPN’s discretion. TPN relies solely on its Click Data for the purpose of performing its obligations under this Section E, including the calculation of certain Charges (e.g. remaining Cost Per Click Credits), Nothing in this Agreement shall oblige TPN to rely on any alternative statistics, metrics or other data relating to the Advertisement that you may provide TPN from time to time.
E2.7 You hereby agree to any Advertisement published on the Website also being published on TPN’s social network accounts, the precise location and size to be decided at TPN’s sole discretion.
E3 CHARGES
E3.1 All Charges for an Advertisement are payable by you using any of the accepted methods of payment, details of which are set out on the Website. TPN reserves the right to withhold the publication of or remove any published Advertisement for which TPN has not received the applicable Charges.
E3.2 All Charges shall be paid in advance and are non-refundable for any reason whatsoever.
E4 WARRANTIES
E4.1 TPN publish Advertisements at its sole discretion. TPN does not warrant, guarantee or represent that the Advertisement you submit for publication on the Website will not compete or conflict in any way with other material published on the Website from time to time.
E4.2 TPN cannot and do not guarantee that the Website will attain or maintain:
E4.2.1 any particular search engine rankings; or
E4.2.2 a minimum level of visits or page impressions in any given time frame.
E4.3 You warrant and represent:
E4.3.1 that all content provided as part of an Advertisement (“Content”) is accurate and fair;
E4.3.2 that the Content does not consist of, contain, or link to any information, material or data that breaches the requirements under clause 4.4.1, 4.4.2 and 4.4.3 of Section A;
E4.3.3 promptly to request the removal or editing of any Content which ceases to be accurate and fair, or infringes clause 4.4 of Section A, for whatever reason;
E4.3.4 that the advertising and sale of any products and services forming part of the Advertisement is legal under all applicable laws;
E4.3.5 the products and services advertised through the Advertisement are appropriate for the Website's user base; and
E4.3.6 you have obtained the consent of any living person whose name or image appears in the Advertisement.
E5 LIMITATION OF LIABILITY
E5.1 Subject to clause E5.2 and E5.3, the maximum aggregate liability of TPN (including its respective agents, sub-contractors or representatives) under, arising from or in connection with the Advertising Services defined under this Section E, whether arising in contract, tort (including negligence) or otherwise, shall not exceed the sum of the Charges paid by you to TPN pursuant to this Section E in the twelve (12) calendar months preceding the date the cause of action relating to the claim arose.
E5.2 In no event shall TPN (including its respective agents, sub-contractors or representatives) be liable for any:
E5.2.1loss of profits;
E5.2.2 loss of data;
E5.2.3, business interruption;
E5.2.4 loss of use;
E5.2.5 loss of contracts;
E5.2.6 loss of expectation;
E5.2.7 loss of goodwill and reputation; or
E5.2.8 any indirect or consequential losses of any nature whatsoever.
E5.3 For the avoidance of doubt, nothing in these Terms shall be deemed to exclude, restrict or limit liability of either party (or their respective agents or sub-contractors) for death or personal injury resulting from their negligence or any liability for fraudulent misrepresentation.
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