General Terms of usage of SmartJobBoard
1.1 Client agrees to the terms and conditions outlined in this Agreement with respect to the goods, services and information provided by or through the itprosasia.com website.
1.2 This Agreement constitutes the entire and only agreement between the Company and Client, and supersedes any and all prior or contemporaneous agreements, representations, warranties, and understandings with respect to the goods, services and information provided by or through the itprosasia.com website, and the subject matter of this Agreement.
1.3 Client agrees to review this Agreement prior to purchasing anything and purchase of a good or service shall be deemed acceptance of this Agreement.
1.4 This Agreement shall commence on the date the Client signs a Sales Agreement Form (Authorization to Proceed) and shall remain in force for such duration as specified in the proposal unless terminated in accordance with the "Termination" policies hereinafter provided.
2.1. Company - shall refer to iDnet Consulting, Inc.
2.2. Client - shall refer to the registered company or party contracting for the services on the Company's website, www.itprosasia.com.
2.3. Technology "tech" professional - shall refer to individual professionals from the Information Technology discipline, its related fields and activities.
2.4. Service - shall include any service provided by the Company including:
2.4.1. Job Posting, shall mean a job vacancy or opening is advertised via the itprosasia.com website for a specified period of time as supported by an advertising package and as described in an Authorization to Proceed.
2.4.2. Resume Retrieval, shall mean the selection of individual profiles from the itprosasia.com database where resumes viewed with full contact details, as ordered and confirmed selected by the Client, are completed transactions.
2.4.3. Email Campaign, shall mean any electronic mail carried out by the Company on behalf of the Client to targeted recipients on the Company's databases.
2.4.4. Banner Advertisement and Pop-Up Announcement, shall mean any advertisement carried out by the Company on behalf of the Client to promote the Client goods and/or services to the Company’s databases.
2.5. Intellectual Property - shall include but are not limited to copyright, patents, utility models, trademarks, service marks, design rights (whether registered or unregistered), database rights and proprietary information rights on all materials, designs, programs, manuals, visual aids and any other material prepared under the Agreement.
2.6. Confidential Information - shall mean any information relating to the business and affairs of both the Company and the Client and to the identity and business and affairs of either parties' customers and clients and potential customers and clients which comes to either parties' attention or possession and which both parties regard or could reasonably be expected to regard as confidential, whether or not any such tangible information is marked 'confidential'.
3.1 The content, organization, gathering, compilation, magnetic translation, digital conversion, logos, trademarks and other matters related to the itprosasia.com website are protected under applicable copyrights, trademarks, and other proprietary (including but not limited to intellectual property) rights;
3.2 The copying, redistribution, use or publication by a User of any such content or any part of the itprosasia.com website is prohibited.
4. Company Obligations
4.1 The Company shall use reasonable endeavors to ensure that the Site has satisfactory functionality. The Company does not warrant, nor guarantee that the Site will be operational at all times.
4.2 The Company shall comply with all applicable laws and regulations relevant to the particulars of the applied Service/s.
5. Client Obligations
5.1 The Client hereby undertakes and warrants that all information, text, images links, sound, graphics and video sequences (the "Materials") submitted to the Company shall comply with all statutes, by laws, and legal requirements and shall conform to the policies of the Company and be submitted in accordance with any Company specifications.
5.2 The Client warrants, represents and undertakes to ensure that Materials:
5.2.1 do not infringe any personal right, copyright, moral right, database right, trade mark, patent or any other intellectual right held by any party, and where necessary the Client ensures that it has obtained the authority of any persons to make use of such name, representation and/or copy;
5.2.2 do not contain any viruses, worm, or Trojan horse so as to cause any disruption to any computer system or any network;
5.2.3 do not contain any material, data, image or otherwise which is offensive, obscene or indecent or capable of being offensive, obscene or indecent.
5.3 The Client further warrants that information which will be obtained through the use of the applied Services will not be used for solicitation purposes. The Client shall not disclose or use any confidential information which will be obtained through the use of the applied Service/s, in any purpose other than for which it was applied for.
5.4 The Client agrees to indemnify, defend, and hold the Company and its directors, affiliates, licensors and suppliers harmless from any liability, loss, claim and expense, including reasonable attorney's fees, related to a User's violation of his Agreement or use of the itprosasia.com website.
6.1 Technology Professionals are encouraged to exercise caution and vigilance when dealing with Employers and recruiters. They are also advised to verify any information provided by Employers/recruiters to ensure its accuracy. Technology Professionals must immediately report Employers or advertisers who make any attempt to solicit fees or have been found to give out false information.
6.2 Technology Professionals agree that any personal information released to recruiters is given voluntarily and at the Technology Professional's own risk. Technology Professionals agree to use itprosasia.com or any information accessed through or found within the site for personal, employment-seeking, and lawful purposes. Technology Professionals may send their resumes directly to any employer advertising via the itprosasia.com website.
6.3 Technology Professionals may also opt to submit resumes to itprosasia.com in response to any advertised job opportunity. Resumes will be stored in the itprosasia.com database for a pre-determined period of time unless the Technology Professional requests for its deletion or removal.
6.4 A Technology Professional's profile will only be available to registered Employers. Should any of the said recruiters or Employers choose to have a copy of the resume, itprosasia.com will not be responsible or held liable in any way for the recruiter's use of the Technology Professional's personal data for any purpose other than for employment.
6.5 Technology Professionals agree to be responsible for the accuracy and truthfulness of any personal information provided. Technology Professionals who are found to be providing false or misleading information will be removed from the itprosasia.com members' list without notice.
7.1 Employers/Recruiters agree to ensure that their job openings, pooling and recruitment methods comply with applicable laws. They also agree to use information they obtain from or through the site in a confidential, lawful manner for employment purposes only.
7.2 Employers shall have access to itprosasia.com's services upon registration and approval of application. They shall be entitled to advertise job openings via itprosasia.com and shall have access to the site's resume database upon agreeing to use any Technology Professional information obtained for purposes of employment only.
8.1 Client shall pay charges incurred by Client at the amounts in effect at the time incurred, including all applicable taxes.
8.2 Client agrees to keep his or her password confidential and to notify the Company within 24 hours of any breach of this Agreement or unauthorized use of the password.
8.3 Client shall be responsible for all charges incurred through management of Client's password.
8.4 The Company does not protect Client from unauthorized use of Client's password.
9. Right to Refuse
9.1 The Company reserves the right in its sole discretion to refuse service at any time. Sale of any goods or services is subject to availability.
10.1 For Pre-Payment Accounts, an invoice shall be issued after submission of the Sales Agreement Form. Payment should be made within seven (7) days from issuance date of invoice. Failure to pay within this period would mean the auto-cancellation of the Purchase Order. Fees for services should be paid in advance and in full before activation of service.
10.2 For Credit Term Clients, an invoice shall be issued after submission of the Purchase Order. Payment schedule will be 15 days from issuance date of Invoice. Fees for services should be paid in full, on or before scheduled date of payment. Failure to pay on due date will subject client to a pro-rated interest of 2% per month, which will be computed from payment due date (15 days from issuance date of invoice).
10.3 Rates may be subject to change without prior notice.
10.4 All checks must be made payable to iDnet Consulting, Inc. If VAT Exempt, a copy of the VAT Exemption Certificate (i.e. PEZA Tax Exemption Certificate) should be submitted.
10.5 A duly issued Certificate of Creditable Tax Withheld at Source (BIR Form 2307) must be submitted, if applicable.
11. Refund Policy
11.1 All payments made shall be non-refundable.
11.2 Deactivated, deleted and unused applied service/s is/are not entitled to any refund or any extended period.
11.3 Failure to complete or fulfill a transaction with other users, dissatisfaction with a transaction or service, inability to access or unavailability of products and services, fraud and other disputes regarding transactions or products and services shall not entitle client to a refund of any fees paid.
Where deemed appropriate, the Company may, but shall not be obligated to, provide credits to be applied against selected future transactions with the Company, in lieu of providing a refund. In such event, the foregoing shall be Client's sole and exclusive remedy and the Company's sole and exclusive liability for failure to provide the respective service.
12. Use of Information
12.1 The Company reserves the right, and Client authorizes the Company to the use and assignment of all information regarding Client's use of the Company's website, itprosasia.com, and all information provided by the Client, subject to applicable law.
12.2 The Client authorizes the Company to use any data or information supplied by the Client for the following general purposes: to customize the advertisement and content that is viewed, fulfilling requests for products and services, improving Company's services, contacting client, conducting research and providing anonymous reports for Company's internal and external clients.
12.3 The Client authorizes the Company to disclose information to third parties if the Client consents to such disclosure. The Client also authorizes the Company to disclose information if legally required to do so, if requested to do so by a governmental entity or if the Company believes in good faith that such action is necessary to: (a) conform to legal requirements or comply with legal process; (b) protect the Company's rights or property or its affiliated companies; (c) prevent a crime or protect national security; or (d) protect the personal safety of users of the public.
13. Prohibited Use
13.1 Technology Professionals and Employers agree not to use the itprosasia.com website for any of the following purposes which are expressly prohibited:
13.1.1 to post false or incomplete information;
13.1.2 to post information that is not their own;
13.1.3 to obtain in any way personal information about other users for purposes other than employment;
13.1.4 to communicate with other users for purposes other than employment;
13.1.5 to revise or delete another user's information;
13.1.6 to transmit, distribute, store, or display material or information that violates any applicable laws, infringes the copyright, trademark, or property of others, or invades the privacy or publicity of others;
13.1.7 to transmit, distribute, store, or display information or material that is derogatory, threatening, abusive, hateful or libelous;
13.1.8 to violate or attempt to violate the security and privacy policies of itprosasia.com and its users by:
- accessing or attempting to access data that is not their own or not intended for them;
- logging on or attempting to log on to an account that they are not authorized to access; and/or
- breaching or attempting to breach the site's security and authentication measures;
14.1 Each party undertakes to use all documents and all technical, commercial, financial and other information, which are obtained from the other party in connection with the Agreement, or negotiations leading up to it, solely for the purpose of performing the Agreement, to treat them confidentially and to make them available or disclose them to third parties only so far as required for the purposes of the Agreement or to comply with legal obligations.
15.1 The Client's right to use the Service is not transferable and is subject to any limits established by the Company.
16.1 The Company's website, itprosasia.com may contain links to other websites which are outside the control of itprosasia.com and are not covered by this agreement. Such links are not endorsements of any products or services in such sites, and no information in such site has been endorsed or approved by the Company.
17. Special Offers and Promotions
17.1 From time to time, the itprosasia.com website may, in its sole discretion, make special offers and promotions, such as free service, reduced fees, discounts, incentives, or other benefits ("Promotions") without creating any obligation on the part of the Company other than as explicitly set forth in such Promotions, including without limitation any obligation to continue to offer such Promotions on an ongoing basis.
18.1 The service, content, goods and services from or through the service are provided "as-is", "as available", and all warranties, express or implied, are disclaimed (including but not limited to the disclaimer of any implied warranties of merchantability and fitness for a particular purpose.)
18.2 No representations or guarantees whatsoever are made as to the accuracy, adequacy, reliability, freshness, completeness, suitability or applicability of the information to a particular situation.
18.3 All responsibility and liability for any damages caused by viruses contained within the electronic files of this site are disclaimed.
18.4 The Company shall not be liable to the Client for any delay or defect due to any fault or failure of communication network, or of other operators, internet services, servers or other online services, or from technical or content causes, or due to the Client's breach of any of the terms and conditions of this Agreement.
18.5 Neither party shall have any liability in respect of any delay in carrying out any of its obligations under the Agreement caused by fire, strikes or other industrial action or dispute, acts of government or any circumstance outside the reasonable control of each party.
19.1 The sole and entire maximum liability of the Company, for any reason, and Client's sole and exclusive remedy for any cause whatsoever, shall be limited to the amount paid by the customer for the particular service purchased.
20.1 The Company, its directors, agents and any of its affiliates, dealers or suppliers are not liable for any indirect, special, incidental, or consequential damages (including damages for loss of business, loss of profits, litigation, and the like), whether based on breach of agreement, breach of warranty, tort (including negligence), product liability or otherwise, even if advised of the possibility of such damages.
20.2 The Client agrees to indemnify, defend and hold the Company and its directors, affiliates, licensors and suppliers harmless from any liability, loss, claim and expense, including reasonable attorney's fees, related to a Client's violation of this Agreement or use of the service from the itprosasia.com website.
20.3 The Client shall indemnify the Company and keep indemnified the Company against all losses and damages, including any claims made by third parties, legal costs suffered as a result of failure to comply with any provision of the Agreement.
21.1 The Company may, in its sole discretion, without liability to Client or any third party, terminate any and all of Client's accounts with the Company for any reason, including without limitation, inactivity or violation of this Agreement or other rules and policies established by the Company. Upon termination of any of the Client's accounts, the Client shall remain liable for all charges, fees, commitments and obligations incurred or accrued by Client. Upon termination, the Company shall have the right to delete any content, listings, messages or other information in connection with the Client's account, prohibit Client's access to the account(s), including without limitation by deactivating Client's password, and refuse Client's future access to the Service.
21.2 The Client may terminate any and all applied services, upon submission of a letter of request for termination of services to the Company.
21.3 The Company may terminate the Agreement should the Client go into liquidation or should a receiver, administrative receiver, administrator or someone of similar office be appointed to the Client or to any part of its assets or undertakings.
21.4 In no event shall the Company be required to refund, redeem or pay amounts to the Client upon termination of Service.
22.1 The Company reserves the right in its sole discretion to edit or delete any information or content appearing on the itprosasia.com website and to remove any goods and services for sale.
22.2 Modification of this Agreement will be deemed effective upon publication on the itprosasia.com website with respect to transactions occurring after said date.
23. Governing law
23.1 This Agreement shall be governed by and construed in accordance with the Laws of the Republic of the Philippines. Any cause of action of Client with respect to the itprosasia.com website must be instituted within three (3) months after any transaction or be forever waived and barred. All legal proceedings arising out of or in connection with this Agreement shall be brought solely in the Republic of the Philippines and Client expressly submits to the jurisdiction of said courts and Client consents to extra-territorial service of process. All actions shall be subject to the limitations set forth in the "Disclaimer".
24. Separability Clause
24.1 The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law as nearly as possible to reflect the original intentions of the parties and the remaining portions shall remain in full force and effect.
25. Construction and Interpretation
25.1 To the extent that anything in or associated with the itprosasia.com website or the Company is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Failure of the Company to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision.
26.1 The Agreement and the documents referred to in it shall constitute the entire agreement and understanding of the parties and supersedes any previous agreement between the parties relating to the subject matter of the Agreement.
26.2 Nothing in this Agreement shall oblige the Company to renew the Agreement for a further term and/or prevent the Company from discontinuing the services provided through the Site at some future date.
26.3 The Client may not assign any of its rights or obligations under the Agreement.