Self-Serve Partnership Agreement
This AGREEMENT (“Agreement”) which comprises the full and complete agreement of the Parties hereto and supersedes all previous agreements between the Parties relating to the subject matter hereof, is consented to on the date registered by this online Contact Form, by and between 1902063 Ontario Ltd. O/A JobAdX, 240-2155 Leanne Boulevard, Mississauga, ON, L5K2L6 for itself and wholly owned subsidiaries (“Provider”), and the (“Advertiser”). Provider and Advertiser are sometimes referred to hereinafter as a “Part” or collectively “Parties”.
At the completion of each 28 to 31-day (monthly) campaign period, the Provider will tabulate and generate an invoice for the pay-for-performance amount. The amount will be billed directly to the Advertiser’s agreed upon credit card on the 2nd day of the following month . The tabulation will be based on the figured represented in the Provider’s dashboard, that is accessible to the Advertiser at all times, and the figure will represent a billing period of 12:00am on the 1st day of the month or the campaign start date, until the last day of the month at 12:00am or the end of the campaign. All costs are in United States Dollars and are inclusive of taxes.
The Advertiser has the right to end the campaign at any time. The Advertiser must perform the action to end the campaign in the Provider dashboard. If the Advertiser requires the Provider to end the campaign, 3 full business days must be given as notice.
The Advertiser also agrees that if they choose to participate in the Video Ads feature, the premium will be $0.30 USD per Engagement of the ad unit, in addition to the selected CPC for the click-through on the engagement ad, that the Advertiser has defined through their feed or CPC override function of the campaign set-up. The Engagement is the action of the job seeker clicking on the ad unit, activating a module that begins playing the video and offering a preview of the job description.
WHEREAS, Provider is engaged in the business of selling job advertisements and paying for their distribution for its own account, and for the joint account of itself and others, and in course of such operations, regularly and customarily enters into contracts with Advertisers for the growth of Providers job repository. Advertisers are Agencies, Staffing Firms, Direct Employers, ATS etc.
Now, THEREFORE, in consideration of the mutual promises and agreements contained herein, the sufficiency of which is hereby acknowledged, the Parties mutually agree as follow:
1. This Agreement shall be effective as of the date of online submission and thereupon shall remain in force and effect until terminated by either Party by giving the other Party 3 full business days prior written notice. This agreement shall control and govern all Services performed by the Advertiser or the Provider, under subsequent oral or written work orders, purchase orders or other similar documents issue the or accepted by Provider (“Campaign Setup Agreement”). Any agreements or stipulations in any such campaign setup agreement or other instrument used by Advertiser not in conformity with their terms and provisions of this Agreement, or that purport to add to the rights of Advertiser or to restrict the right of Provider Group, shall be null and void. No waiver, modification or amendment of any of the terms, provisions, or conditions herein shall be effective unless said waiver, modification and amendments is in writing and signed by authorized representative of the Provider and the Advertiser.
2. Provider has full autonomy on the actual billing numbers in relation to the number of clicks / applicants spent on job-advertisement buys and that the Provider is the authority on the amount of the clicks spent on the publisher sites. The Advertiser must reconcile click numbers and applicant numbers to match those collected by the Provider on a per-day basis to ensure that accuracy is met on the Advertisers dashboard, with respect to the use of internal or 3rd party software. The click spending data in real-time is not 100% reconciled, however click spending data from the previous day is accurate, as long as the reconciliation process of the previous day has been completed by the Provider.
3. If a payment is overdue due to a credit card error, expiration, or other issue, the Advertiser will pay the Provider in full within 30 days’ net from the end of the month. Any campaigns with known overdue payments will be paused immediately until the payment is received in full.
4. The Advertisers use of the Provider’s services is subject to approval of a Self-Serve Account (an “Account”). The Provider has the right to refuse or limit access to the services. The Provider has the right to remove specific job advertisements or pause campaigns with no prior notice if the contents are deemed unfit, at the discretion of the Provider. The Provider will share this notice in writing within 48 hours of the action.
5. The Provider may add or remove functionalities or features of the services at any time, and may suspend or stop a service altogether. The Provider may modify the terms of service at any time. Changes will generally become effective 14 days after the Provider communicates them in writing. However, changes addressing new functions for a service or changes made for legal reasons will be effective immediately.
6. THIS AGREEMENT SHALL BE GOVERNED, CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE GENERAL LAW OF PROVINCE OF ONTARIO, CANADA, EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT.
7. Notwithstanding any provisions herein to the contrary, upon the termination of this Agreement for any reason whatsoever, the provisions of this agreement which by their nature require some action for forbearance after such termination, including but not limited to those related to indemnities, warranties, confidentiality and insurance, shall survive such termination and be binding until any actions, obligations and/or rights therein provided have been satisfied or released.
8. It shall be conclusively presumed that each and every provision of this Agreement was drafted jointly by the Parties hereto. A waiver by either Party of any one or more defaults by the other hereunder shall not operate as a waiver of any other existing or future default or defaults, whether of a like or different character.
9. Both Parties agree that this Agreement complies with the requirements, known as the express negligence and conspicuousness rules, to expressly state in a conspicuous manner to afford fair and adequate notice that this Master Service Agreement has Provisions requiring one Party (the indemnitor) to be responsible for the negligence, strict liability, or other fault of another person or entity (the indemnitee). Both Parties represent to each other that (a) they have consulted an attorney concerning this Master Service Agreement, if they have not consulted an attorney, that they were provided the opportunity and had the ability to so consult, but made an informed decision not to do so, and (b) they fully understand their rights and obligations under this Master Service Agreement.