Terms and conditions

Terms and conditions of use of iKrut:

By subscribing to iKrut (“the service”), the client agrees to be bound by this Service Agreement. The agreement is between:

“The client”/”The company” The Organisation on whose behalf the subscription/use of iKrut is being made

and

"Zodo"  Name of the company providing the iKrut recruitment software, a registered company in Guernsey, registration number: 49356                                                   

                        

                                

                                


In this Agreement and Schedules the following definitions shall apply:

“iKrut”

The name of the online recruitment service provided by Zodo

"Service(s)"

The provision of iKrut to facilitate the recruitment of personnel by the Client as set out in more detail in Schedule II.

“Premium plan”

Functionality available to any client to further assist them beyond the features of the free service. A premium plan is provided on an annual license and payable via an annual or monthly fee

"Software"

The software code used to provide the Services

"Data"

Information displayed and stored in connection with the Services concerning recruitment, a candidate’s personal details, as well as general Client information.

"Fees"

Fees payable by the Client to Zodo as specified in Schedule III.

“Development work”

Any technical work undertaken by Zodo to alter the service or a client’s own software, hardware or systems to the client’s requirements.

“Microsite/careers site”

The website created by Zodo which the client uses to display their current vacancies.

"Terms and Conditions"

The general terms and conditions under which the Services are provided as set out in Schedule I, in addition to the Principal Terms of the Agreement set out below.

“Month”

A calendar month.

“unscheduled downtime”

Any period where the client’s microsite is unavailable to view on the internet that has not been planned in advance by Zodo.

“related third party”

Any person, company or organisation who/which is not an employee of the client, granted access to iKrut by the client as part of the client’s recruitment process

“vacancy credits” purchased by the client in order to access iKrut’s premium functionality.

“video credits” purchased by the client in order to receive a video profile from a candidate

PRINCIPAL TERMS

Provision of Services

Zodo will provide the Services to the Client subject to the Terms and Conditions.

Copyright

The client acknowledges that Zodo owns, or is licensed to use, all copyright and other intellectual property rights of whatever nature in and relating to iKrut, including any customisations, configurations, enhancements or any other development work of iKrut that may be carried out by Zodo at the request of the client. The client further acknowledges and agrees that all copyright and other intellectual property rights in and to any aspect of the developments created or in any way contributed to by the client shall be and remain the property of Zodo and the client hereby assigns Zodo with full title guarantee by way of present and future assignment all copyright and other intellectual property rights in and relating to any such Developments. The client hereby irrevocably and unconditionally waives all moral rights under the Copyright, Designs and Patents Act 1988 in connection with the clients authorship of any Developments.

Guarantee of Service

Zodo does not guarantee the availability of the service but will endeavor to ensure the client has access to iKrut at all times. From time to time the client’s microsite will need to be offline (unavailable to access via the world wide web) to enable Zodo to undertake scheduled maintenance and upgrades. Where this is due to happen and will require iKrut go offline for more than 15 minutes, Zodo will inform the client. The client will not be informed if iKrut goes offline for scheduled maintenance taking less than 15 minutes.

Software Upgrades

Zodo will ensure that the Client has prompt access to any revised versions of the Software that effect improvements to the Services (as at the date of this agreement) or their performance. For the avoidance of doubt, and unless agreed otherwise, this undertaking shall not extend to include new or incremental functionality built and paid for by other clients. Zodo reserves the right to introduce any bespoke work developed for another client to other clients regardless of whether they are using the free or premium version of iKrut.

Acceptance of terms - development work

The client agrees and confirms that the terms and conditions are deemed to be accepted by the client when an email is returned to Zodo confirming acceptance. Should the project not be completed by any timescales agreed verbally, in writing or written into a contract, Zodo disclaims all responsibility for direct or indirect losses arising from the supply or lack of supply of all of the development work stated in the contract.

Use of iKrut

Zodo hereby grants to the client a non-exclusive, non transferable right to use iKrut. Zodo acknowledges the client’s right to grant the access details and full usage rights to anyone the client deems an appropriate user of iKrut within the client’s company or related third parties involved in the recruitment process. The client confirms all measures to ensure the protection of data are undertaken and that all appropriate actions are undertaken to adhere to relevant data protection legislation.

Fees, amendments, refunds and invoices

Fees agreed for development work will be quoted to the client before purchase.  Any invoice that remains unpaid after 28 days of the invoice date may result in interest being charged at 0.5% of the value of the money owed per day and/or the suspension of the client’s access to iKrut until the money owed is received by the Zodo.

Zodo reserves the right to amend the fees charged in the premium plans section at any time. The client is free to cancel a premium account at any time and either stop using iKrut completely or downgrade to a free account. A valid credit/debit card or Paypal account will be required to purchase access to a premium plan. Premium plans are purchased via one annual payment or a recurring monthly subscription. No refunds will be given if a premium account is cancelled by the client before its stipulated end date.

Schedule i – General Terms and conditions

1. General

Neither party shall be liable for any delay in or for failure to perform its obligations under these terms, other than an obligation to make any payment due to the other party, if that delay or failure is caused by circumstances beyond the control of that party including, without limitation, fires, strikes, insurrection riots, embargoes, or regulations of any civil or military authority.

These terms constitute the entire understanding between the parties with respect to the subject matter of these terms and supersedes and replaces all prior terms, contracts, agreements, negotiations and discussions between the parties relating to it and in particular relating to iKrut. The client confirms and acknowledges that it has not been induced to enter into this Licence by any representation, warranty, or undertaking not expressly incorporated into it. However, nothing in this Licence purports to exclude liability for any fraudulent statement or act. The Contracts (Rights of Third Parties Act 1999) shall not apply to these terms and nothing in these terms shall confer or purport to confer on any third party any benefit or any right to enforce any term of these terms or operate to give any third party the right to enforce any of these terms.

1.1 This agreement shall be governed by the Laws of England whose courts shall have exclusive

jurisdiction. Any cause of action the Client may have in respect of the Service and/or this Agreement must be  commenced within one (1) year after the claim or cause of action arises. If for any reason any provision of this Agreement is found to be or becomes invalid or unenforceable under any applicable statute, regulation rule or governmental or judicial act or order then such provision shall be deemed amended to the minimum extent necessary to delete or modify such invalid or unenforceable provision and the remaining provisions hereof shall remain in full force and effect.

1.2 No variation or alteration of the Agreement shall be valid unless approved in writing (by letter or

email) by both a Director of Zodo and a duly authorised employee of the Client.

1.3 Headings are for information only and shall not form part of the operating provisions of this

Agreement.

1.4 Nothing in this Agreement should be construed as a partnership or joint venture between the parties.

1.5 Each party agrees to keep the terms of this Agreement confidential.

1.6 Zodo will co-operate with the Client’s staff and accept the direction of any person in the Client’s

organisation to whom it is required to report and comply with all reasonable and lawful instructions within the scope of this Agreement.

1.7 When registering the client will ensure all details provided on it are valid and correct including a valid, complete and fully functioning company/organisational website and email linked to that website. Accounts set up without a valid web address and matching email will be cancelled immediately. When purchasing any services through iKrut, the client will ensure all relevant information is also correct. A check will be undertaken on all companies requesting to use iKrut to ensure they are a legitimate company. Any company failing to meet our minimum requirements will have their account cancelled immediately without notification.

1.8 The client is responsible for all content added into iKrut except those submitted by candidates. The client is responsible for ensuring that data added adheres to relevant international and local legislation including but not limited to, defamatory comment and prejudice. The client will ensure the jobs added into iKrut are of high quality, specifically making no attempt to hide who the employer is or mislead the applicant, they are salaried (commission only jobs are not permitted) and allow potential job applicants to clearly understand the nature of the industry the end employer works in.

1.9 The client confirms it will not attempt to source information or data of any sort from another client using the service.

2. Service and Data

2.1 Zodo reserves the right to alter the structure of the Data at any time but will not amend or delete the data in any way except where a candidate has not been contacted for a period greater than 9 months from their last job application to the client. All candidate data is automatically deleted 9 months after submission as per good data protection procedures.

2.2 Zodo will not use the client’s data in any way and will not be shown to anyone outside of Zodo except where, from time to time, it may be necessary for the employees of selected companies or external consultants to access the data in the provision of the service, maintenance and development of iKrut.

2.3 The Client may not download or redistribute the Data to any party other than the Client’s own employees or related third parties involved in the recruitment process.

2.4 The Client agrees to allow only the members of staff within the client’s company, or related third parties who require access as part of the recruitment process, to have access to the data and shall ensure all reasonable means to protect the privacy of that data should a staff member leave the client or related third party.

2.5 The client agrees to ensure all data is treated in strict accordance with the appropriate data protection legislation for that country.

2.6  The Client is responsible for adhering to the relevant data protection laws for the country or countries in which they are operating. The client will contact Zodo immediately should any suspected or actual breach of security or leak of data from their account within iKrut take place.

2.7 Please review the appendix ‘Data protection policies’ below for expanded details.

2.8. The client confirms it will act as a data controller and Zodo will act as a data processor. The client further confirms:

a. it will not collect information that is not essential to its recruitment process

b. it will ensure sensitive information on candidates is not shown to any member of staff or third party that does need to see it.

c. any information extracted from iKrut will be treated in accordance with all relevant data protection legislation for that country

d. Data will not be held for longer than is absolutely necessary if extracted from iKrut

e. any potential breaches of appropriate data protection legislation are reported to iKrut in writing within 24 hours of the incident being known about: dpo@ikrut.com 

f. the client has in place a Data Protection officer and who will be informed at the earliest possible opportunity of any incident that breaches data protection legislation in that country

g. the client has in place structures and procedures internally for all members of staff to ensure they comply with data protection legislation within that country, including but not limited to periodic risk assessments, training, information audits and written information guidelines.

h. the client will delete or edit any information wherever so stored, should the candidate request directly to the client to remove or edit, in whole or in part, their data.

i. the client confirms it has procedures in place to effectively detect, report and investigate a personal data breach.

3. Intellectual Property

3.1 The Client acknowledges that Zodo is the owner of the copyright in the Software and in the compilation by Zodo of the Data.

3.2 The Client agrees to take all reasonable steps to ensure that the Client’s employees, or the employees of related third parties granted access to iKrut by the client, respect Zodo’s intellectual property rights, and that the Service and Data are not used in any way that might infringe these rights.

3.3 The client may not attempt to resell iKrut’s services to a third party in any way.

4. Security and Disclaimer

4.1 Zodo shall use all reasonable endeavor to ensure that the Software is free from any defects or viruses and that the Data and the Service is secure and to prevent unauthorised access to the Data and/or the Service and/or the destruction of any Data and/or computer and/or system by means of any defect or virus in the Software.

4.2 Notwithstanding any other undertakings in this agreement, Zodo disclaims all responsibility for direct or indirect losses arising from the supply or lack of supply of all or part of the Service, whether supplied directly by Zodo or a third party supplier, or the existence or absence of all or part of the Data or the security or lack of security in respect of the Data or the Service or the existence of any defect or virus in the Software. Under no circumstance shall Zodo, it’s Directors, Officers, employees or third party contractors, be liable for any consequential, direct, incidental, indirect, punitive or special damages related to (a) the use of (b) the inability to use or (c) errors or omissions in the contents and functionality of the Data and/or the Service or (d) any development work undertaken by Zodo whether the loss concerns data related to the service or any systems, software, hardware or data owned by the Client or related third party suppliers.

Zodo shall not be liable to the client for loss of profits goodwill or any type of special indirect or consequential loss (including loss or damage suffered by the client or related third parties granted access to iKrut by the client, as a result of an action brought by a third party) even if such loss was reasonably foreseeable, or the client or related third party had been advised of the possibility of the client or related third party incurring the same. In any event, the aggregate liability of Zodo for any loss shall not exceed £1,000.

Nothing in this Clause shall confer any right or remedy upon the client to which it would not otherwise be legally entitled. Nothing in these terms shall exclude or restrict the liability of either party to the other for death or personal injury resulting from the negligent act of one party or for liability for any fraudulent misrepresentation by a party to the client.

5. Force Majeure

Zodo shall not be liable for failure to perform its obligations in whole or in part in the event that parties or events outside Zodo’s control impede the fulfilment of this Agreement.

6. Confidentiality

6.1 Neither party shall during the duration of this agreement (except so far as may be necessary in the performance of its obligations under this Agreement) or thereafter without the prior written consent of the other party, divulge or permit to be divulged by any employee or sub-contractor to any person or use or exploit any information of a confidential nature concerning the business, financial information, transactions or affairs of the other party (including without limitation the Data and any customer information) provided that this restriction shall cease to apply to information or knowledge which is in or may come to the public domain otherwise than through unauthorised disclosure by that party.

6.2 On termination of the contract for any cause whatsoever the parties shall deliver up to each other all documents, statistics, accounts, memoranda, papers, records, price histories and other items of whatsoever nature or description belonging to the other party which may be in their possession or control and relate in any way to the business or affairs of that party and no such documents or other items as aforesaid nor any part or copy thereof shall be retained by the parties.

7. Infringement

7.1 The Client agrees to use all reasonable endeavor to ensure the adherence of its employees to the terms of this agreement and agrees promptly to inform Zodo if it becomes aware of any infringement of the agreement and in these circumstances to undertake such remedial action as may be specified by Zodo.

8.   Modification of service

Zodo reserves the right at any time to modify or discontinue, temporarily or permanently, iKrut (or any part thereof of the service or pricing) with or without notice. Zodo shall not be liable to the client or any third party for any modification, price change, suspension or discontinuance of the Service.

9. Premium accounts

9.1 Fees are charged on a monthly basis or a one off payment and paid in advance. All fees are non refundable. Fees paid in advance for a given month or year will not be refunded for partial usage for that month or year prior to cancellation. Paid monthly accounts are recurring and will continue to be charged every month until cancelled. Fees paid on a one off basis for a premium plan are non recurring.

9.2 If you upgrade your account your card will be charged again at the point of upgrade and a new 12 month plan will begin.

9.3 A premium account lasts for 12 months. The premium functionality for your chosen plan will be activated for 12 months.

9.4  A vacancy credit is used up each time a new vacancy is added into iKrut. Vacancy credits can be used any time within 12 months of purchase. No refunds are given for unused vacancy credits and they cannot be carried forward beyond 12 months.

A video credit is used up when a candidate completes a video profile. 1 video credit is allocated per vacancy credit purchased up to a maximum of 70 video credits. A video credit will be refunded to the client if the candidate does not complete a video profile. Video credits credited back to the client must be used within 3 months.

10 Termination and Cancellation of Agreement

10.1 This agreement commences upon registering to use iKrut.

10.2 The Client may terminate their use of iKrut at any time or downgrade from a premium to a free account at any time. There will be no refunds offered and no further charges will be incurred unless stipulated in the contract agreed. A cancellation request of a premium account paid on a monthly basis must be sent to support@zodo.co.uk .

10.3 Data in the system will be deleted by Zodo after 12 months but if the Client wishes to terminate its use of iKrut and wants to extract its data from within iKrut, an administration charge will be applied for the extraction and provision of any data. The fee for this service will vary on a case by case basis depending on the volume and type of data extracted but the price for data extraction starts from £650. If the required format is different to the standard format provided by Zodo, additional charges may become due – these will be discussed and agreed prior to any activity being commenced by Zodo.

10.4 Zodo, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account and your access to your Account, and the forfeiture and relinquishment of all Content in your Account. Zodo reserves the right to refuse service to anyone for any reason at any time. No refund will be given should Zodo terminate a client’s account.

11 Links to third party suppliers

11.1 The Service may contain links to other websites and vendors. Any such links to other web sites do not represent an endorsement, sponsorship, or approval of the material on and/or generally of such website(s). Such other websites are not within the supervision or control of Zodo. Unless explicitly otherwise provided, Zodo makes no representation or warranty whatsoever about any third party site that is linked to iKrut or endorse the products or services offered on iKrut. Zodo disclaims all responsibility and liability for content on third party websites, any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you hereby irrevocably waive any claim against Zodo, and its directors, officers, employees, agents and members with respect to such sites and third party content.

Zodo assumes no liability for loss or damage as the result of the incorrect presentation of information, including prices and ratings, on any screen that results in a transaction of any kind, with a vendor found through using the Service. It is the client’s responsibility to ensure compliance with any terms of business from any third party site they purchase services with through iKrut.

11.2 Zodo makes no guarantee as to which job sites or social media sites any job vacancies distributed via iKrut’s job blaster product will appear on. Every reasonable effort is made to ensure the client’s vacancy appears on as many sites as possible but no guarantee is offered that any site will accept and publish the client’s vacancy.

12 Content

Zodo may remove from iKrut any job details or content created by the client which contains content or links to a site which, in our opinion, is defamatory, illegal or objectionable or will bring Zodo into disrepute. You will indemnify us from and against any claims or liability arising from content or links contained in your advertisements or any content you create in iKrut.


Schedule ii – Specification of services

The client will be provided with:

Provision of the service is on a hosted basis. iKrut incorporates a careers site branded for the Client and  a Candidate Tracking and Management system for named users in the Client’s organisation, including software upgrades to iKrut as determined by the Zodo

Schedule iii – Fees

The service is provided free of charge to the company and use of the system is on an unrestricted basis. Fees will be charged for premium plans or individual premium modules purchased or any development work done for the company.

Fees charged for development work will be agreed in advance and indicated on the contract.


Appendix 1:

Data protection policy:

This appendix is designed to assist compliance with obligations imposed by the EU directive on the treatment of your personal data, the GDPR effective May 25th 2018.

BACKGROUND

(A) The Client (the controller) processes Personal Data in connection with its business activities;

(B) Zodo (the processor) processes Personal Data on behalf of other businesses and organisations;

(C) The Controller wishes to engage the services of the Processor to process personal data on its

behalf;

(D) Where processing of personal data is carried out by a processor on behalf of a data controller the controller must choose a processor providing sufficient guarantees in respect of the technical security measures and organisational measures governing the processing to be carried out, and must ensure compliance with those measures;

(E) Where processing is carried out by a processor on behalf of a controller such processing shall be governed by a contract or legal act binding the processor to the controller stipulating, in particular, that the processor shall act only on instructions from the controller and shall comply with the technical and organisational measures required under the appropriate national law to protect personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access and against all other unlawful forms of processing;

(F) In compliance with the above-mentioned provisions the Controller and Processor wish to enter into this processing security Agreement.

THE PARTIES HEREBY MUTUALLY AGREE AS FOLLOWS:

1. DEFINITIONS AND INTERPRETATION

1.1 In this Agreement the following words and phrases shall have the following meanings, unless inconsistent with the context or as otherwise specified:

 “Data Protection Directive” shall mean the GDPR effective 25th May 2018;

 “national law” shall mean the law of the Member State in which the Processor is established;

 “personal data” shall mean any information relating to an identified or identifiable natural person;

('data subject'); an identifiable person is one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to his physical, physiological, mental, economic cultural or social identity;

 “processing of personal data” shall mean any operation or set of operations which is performed upon personal data, whether or not by automatic means, such as collection, recording, organization, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, blocking, erasure or destruction;

 “Technical and organisational security measures” shall mean measures to protect personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access and against all other unlawful forms of processing.

2. CONSIDERATION

2.1 In consideration of the Controller engaging the services of the processor to process personal data on its behalf, the Processor shall comply with the security, confidentiality and other obligations imposed on it under this Agreement.

3. SECURITY OBLIGATIONS OF THE PROCESSOR

3.1 The Processor shall only carry out those actions in respect of the personal data processed on behalf of the Controller as are expressly authorised by the Controller.

3.2 The Processor shall take such Technical and Organisational Security Measures as are required under its own national law to protect personal data processed by the Processor on behalf of the Controller against unlawful forms of processing.

4. CONFIDENTIALITY

4.1 The Processor agrees that it shall maintain the personal data processed by the Processor on behalf of the Controller in confidence. In particular, the Processor agrees that, save with the prior written consent of the Controller, it shall not disclose any personal data supplied to the Processor by, for, or on behalf of, the Controller to any third party.

4.2 The Processor shall not make any use of any personal data supplied to it by the Controller otherwise than in connection with the provision of services to the Controller.

4.3 The obligations in clauses 4.1 and 4.2 above shall continue for a period of five years after the cessation of the provision of services by the Processor to the Controller.

4.4 Nothing in this agreement shall prevent either party from complying with any legal obligation imposed by a regulator or court. Both parties shall however, where possible, discuss together the appropriate response to any request from a regulator or court for disclosure of information.

4.5 The Processor will, from time to time, contact the Controller and other users the controller adds to iKrut only for the purposes of recruitment. The personal data relating to the Controller or any other users from the Controller’s company or organisation, will not be used for any purposes other than recruitment. This personal data will not be disclosed to anyone outside of Zodo, other than those designated with performing tasks essential to the maintenance and development of iKrut.

5. TERM AND TERMINATION

5.1 This Agreement shall continue in full force and effect for so long as the Processor is processing personal data on behalf of the Controller.

5.2 Within 28  days following termination of this Agreement the Processor shall, at the direction of the Controller, (a) comply with any other agreement made between the parties concerning the return or destruction of data, or (b) return all personal data passed to the Processor by the Controller for processing, or (c) on receipt of instructions from the Controller, destroy all such data unless prohibited from doing so by any applicable law.

5.3 The Controller has the right to request all data relating to the company or organisation that the Controller represents is deleted from iKrut at any time via an email to: dpo@ikrut.com . The processor agrees to complete this action within 28 days of receipt of the email.

5.4 The Controller has the right to request his or her personal data is deleted from iKrut at any time via

an email to: dpo@ikrut.com

5.5 The Controller or any user added by the Controller or colleague can edit his or her details at any time via their access to iKrut.


Legal jurisdiction

This Licence shall be governed by and construed in accordance with English Law and each party hereby irrevocably submits to the non-exclusive jurisdiction of the English Courts.

Valid from 1st January 2016