(Terms and Conditions)
HRingly, which is a subscription-based online platform providing recruitment solutions and enables Employers and Candidates to connect with each other, hereinafter referred to as “Platform”.
PARTIES & CONTRACTING PARTIES:
CodeBlock Technologies Private Limited, India (CodeBlock), who owns the online platform HRingly, hereinafter referred to as “HRingly”.
Any Organisation or HRingly, Signup on the Platform as an Employer, hereinafter referred to as “Employer”.
Any person, who either signup on the Platform as a Candidate or is created by any action of an Employer including but not limited to invitation to submit application, making an job offer etc, hereinafter referred to as “Candidate”.
Individually HRingly, Employer and Candidate are referred to as “Party” or collectively as “Parties” in this “Agreement.”
Collectively Employer and Candidate are referred to as “Contracting Parties” in this “Agreement.”
Contracting Parties desires to access the Platform and HRingly desires to offer the Platform according to this Agreement as set forth below.
HRingly reserves the right, at its discretion, to modify this Agreement at any time by posting a notice on the Site, or by sending Contracting Parties a notice via email. Contacting Parties shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Platform by Contracting Parties following such notification constitutes Contracting Parties’s acceptance of the terms and conditions of this Agreement as modified. Any new features that augment or enhance the current Platform, including the release of new tools and resources, shall be subject to this Agreement.
NOW THEREFORE, in consideration of the recitals, covenants and consideration set forth herein, the receipt and adequacy of which is hereby acknowledged, the Parties agree as follows:
1. Platform SaaS License. Subject to the terms and conditions of this Agreement, including the timely payment of all fees due hereunder, HRingly hereby grants to Contracting Parties a personal, non-exclusive, non-transferable license to access and use the Platform over the Internet. The Platform provides the business functionality set forth in HRingly’s documentation as amended when HRingly modifies the Platform from time to time (the “Specifications”).
2. Restrictions. Contracting Parties agrees that it will not, and will not allow, its directors, officers, business partners, or employees or agents to:
2.1 Reverse assemble, reverse engineer, decompile or otherwise attempt to derive source code from the Platform or any component thereof;
2.2 Copy, reproduce, modify, sell, lease, sub-license, market or commercially exploit in any way the Platform or any component thereof (including the further distribution or blank forms or templates) other than as expressly agreed to in this Agreement;
2.3 Use, or permit the use of, the Platform except for Contracting Parties’s internal purposes. Contracting Parties agrees that it shall not provide access to or perform services for third parties using the Platform including, but not limited to, any service bureau, time-sharing, lease, distribution or resale, rental, application service provider arrangement, or any other arrangement;
2.4 Disclose, resell or grant access to an access code to the Platform or any component thereof to any third party not affiliated with the HRingly.
3. Payment and Taxes.
3.1 Amounts invoiced hereunder are due upon receipt of invoice.
3.2 Contracting Parties agree to pay any sales, value-added or other similar taxes imposed by applicable law that HRingly must pay based on this Agreement, except for taxes based on HRingly’s income.
3.3 Contracting Parties must provide full legal name, address, a valid e-mail address, correct billing information and any other information requested in order to complete the payment process.
The Data is kept on AWS cloud and sufficient measures are taken by HRingly including restricted and protected access to it. Physical security of the data is maintained by Cloud provider AWS.
5. Availability of Platform and Maintenance
5.1 An outage will be deemed to occur when the Platform is unavailable to Contracting Parties to use due to scheduled maintenance, which Includes but is not limited to, infrequent, commonly, product updates and improvements. Also includes circumstances beyond HRingly’s control, including, without limitation, acts of any governmental body, war, sabotage, embargo, fire, flood, extended unavailability of Public Utility Service or unavailability or delay in telecommunications, third party Internet Service Providers, third-party hosting services, co-location sites, or issues related to a vendor’s or HRingly’s business operations, equipment or third party servicers, Contracting Parties’s misuse of the Platform.
5.2 Contracting Parties agrees to notify HRingly immediately if Contracting Parties suspects the Site is unavailable due to a fault of HRingly. Contracting Parties agree to provide reasonable information as requested by HRingly for proper diagnosis or repair.
5.3 It shall be an endeavor of HRingly to reduce the frequent outage of the platform, if any, to keep it available for Contracting Parties to use.
6. Responsibilities of Parties
6.1 Candidate Responsibilities and Consent:- To make due diligence of the Employer about the number of years in operation, employee strength, business, policies etc before submitting an job application or accepting an offer from the Employer. HRingly does not guarantee if an Employer who has invited you to apply for a vacancy or has made a job offer to you is a genuine and existing company. HRingly may conduct a basic online document verification of an Employer, if an Employer chooses to upgrade to Paid Plans and use advance features, but not the Employers who are on Free plans. Furthermore this verification may not be sufficient to conclude the modus operandi, objectives of an Employer for using the Platform.
6.2 Contracting Parties are responsible for all activity occurring under its account and will abide by all applicable local, state, national and foreign laws, treaties, and regulations in connection with its access or use of the Platform, including those related to data privacy, international communications and the transmission of technical or personal data. Contracting Parties will be solely responsible for ensuring that its Users receive sufficient training to enable proper access or use of the Platform. Contracting Parties will be solely responsible for, and will bear the cost of, providing all equipment, facilities and connectivity, including without limitation any Internet access or telecommunications services, necessary to use and access the Platform.
6.3 Other Responsibilities of Contracting Parties include, not to
Provide false or misleading information related to yourself including but not limited to false resume, false documents, false academic credentials etc.
Post content that you do not own or have the right to post in accordance with the license set forth in these terms, that is defamatory, libelous, or fraudulent; that you know to be false or misleading; or that does not reflect your true opinion or experience
Act in a manner that is harassing, threatening, abusive, is otherwise objectionable
Promote, endorse or further illegal activities
Disclose information in violation of any legally enforceable confidentiality, non-disclosure or other contractual restrictions or rights of any third party, including any current or former employers or potential employers
7. Binding Offers and Responsibilities
A Binding Offer allows Contracting Parties to enter in a contract with each other, where an Employer demands a Candidate to deposit a sum of money with HRingly, as an assurance of successful joining by that Candidate with the Employer before the joining date mentioned by the Employer
The purpose of using the Binding Offer is to allow Employers to improve upon its business planning and for continuity of it business.
HRingly processes full amount of deposit made by Candidate, while accepting a Binding Offer, to either Candidate or Employer, governed by the status updated by Employer on the Platform.
7.1 Consent on authority while accepting a Binding Offer by a Candidate:
While a Candidate is accepting a Binding Offer from an Employer, it authorises HRingly to solely allow the Employer to change status of Candidate’s joining and Successful completion of joining. An Employer may update different statuses including Breach/Breached, which leads to forfeit of money deposited by Candidate while accepting the Binding offer.
7.2 Employer responsibilities and fair practice:- An Employer may choose to make Binding offers to its candidate, However the Employer should restrict themselves to take unreasonable steps to forfeit the money of the candidate even when the Candidate has joined them and has been cooperative and reasonable in successfully processing its joining.
In the case, where the candidate is ready to join the Employer, however the requirement of Employer has changed due to reasons including position already filled, vacancy is closed, loss of business or market etc. The Employer should follow the fair practice and refund the money to Candidate. For HRingly the control remains with Employer to take a call to refund the money to the Candidate.
7.3 Dispute between Contracting Parties:- In case of a dispute reported by a Candidate, HRingly may choose to offer and intervene in the process to mediate between Employer and Candidate. However the processing of Escrow deposit will be with the consent of the Employer only.
7.4 In case of any error, inaccuracy, interruption is observed while processing a payment, HRingly has the right to correct the record on its own. In case of untraceable transactions and disputes relating to it, HRingly can ask the candidate or employer to produce sufficient documentary evidence to help resolve the issue.
7.5 Evaluation and Collection of Feedback from Candidate: HRingly shall be providing interface for Candidates to submit feedback about the interview process and joining process of an Employer. In case of an unusual finding or a possible abuse of Platform from the Employer’s usage history of Platform and number of cases of forfeit of Candidate money, HRingly might take reasonable steps to stop such practice by the Employer, without giving warning to the Employer, including but not limited to blocking of Employer account access, warning the existing and new Candidates and refunding the deposits of existing Candidates who have accepted Binding Offer from the Employer. In such cases the Employer’s consent will not be obtained and the Employer loses any right to recover any claim from HRingly.
7.6 Contracting Parties may choose to proceed with their dispute in arbitration or litigation as they find suitable and HRingly is not a Party to it. Also irrespective of the end decision of the dispute, The processing amount charged by Payment Processors and Fees of the Platform cannot be reversed.
8. Right to Modify the Platform. HRingly may from time to time, in its sole discretion, change some or all of the functionality or any component of the Platform or make any modification for the purpose of improving the performance, service quality, error correction or to maintain the responsiveness of the Platform.
9. Usage of Data
9.1 Contracting Parties will have sole responsibility for the authenticity, accuracy, quality, integrity, legality, reliability and appropriateness of all data, information, or material that Contracting Parties submits to the Platform during Contracting Parties’s access or use of the Platform.
9.2 Once an Employer sign-up at the Platform, the Employer shall, and hereby does, grant the HRingly a non-exclusive, worldwide, perpetual, irrevocable, transferable, assignable, sub-licensable, royalty-free, right to use its name, logo, feedback or any other information for the purpose of marketing the Platform.
9.3 Once a Party sign-up or Login at the Platform, the Party hereby grants full right to HRingly to analyse its data, any information, trends and patterns; derive and calculate reliability ratings and scores, collect their feedbacks from others, make comparisons and present results to all the parties and non-signed up users also from time to time. Party hereby confirm that it has willfully submitted its consent to be part of such evaluation and permits HRingly for the same.
9.4 HRingly does not allow any Party to delete its account from the platform.
9.5 Except as permitted in this Agreement, HRingly will not edit or delete the contents of Contracting Parties Data unless authorized by Contracting Parties or unless HRingly is required to do so by law or in the good faith belief that such action is necessary to: (i) conform with applicable laws or comply with legal process served on HRingly; (ii) protect and defend the rights or property of HRingly; (iii) enforce this Agreement; or (iv) perform HRingly’s obligations described in this Agreement, the Specifications or in conformance with Contracting Parties’s instructions.
10. Removal of Content While HRingly has no obligation to do so, however HRingly reserves the right to review and delete any content (or portion thereof) that we believe, in our sole discretion, violates these terms or other applicable policies, or that we deem, in our sole discretion, inappropriate. If you see any content on the Platform that you believe violates our policies, you may report that content by contacting us on our support chat. Once notified, we will review the content and consider whether to remove it (or a portion thereof).
11. Protection of Proprietary Rights.
Contracting Parties shall not remove any proprietary, copyright, patent, trademark, design right, trade secret, or any other proprietary rights legends from the Platform.
12. Price of Services
HRingly shall be offering Contracting Parties various features and functionalities on the Platform, to be used either for free or on one time payment basis or on recurring payment basis.
Without giving any prior notice to contracting parties, HRingly reserves the right to anytime change the price, change the configuration of services of its offering including but not limited to making some existing or new features free or making some existing or new features paid, changing the quantity of usage for the defined prices etc
13. Exclusive Remedy. Except for the exclusive remedy as provided above for service level commitments, and except for the exclusive remedy provided by HRingly for infringement, for any breach of warranty or the failure of HRingly to provide the services as required herein (a “deficiency”), the Contracting Parties’s sole and exclusive remedy and HRingly’s entire obligation hereunder shall be, at HRingly’s option, for HRingly to cure the deficiency or for HRingly to refund an amount equal to the amount Contracting Parties paid for the deficiency reduced by any benefit received by Contracting Parties for the deficiency.
14. Limitation of Liability
14.1 Except as otherwise provided herein, for any breach or default by HRingly of any of the provisions of this agreement, or with respect to any claim arising herefrom or related hereto, HRingly and its licensors’ entire liability, if any, shall in no event exceed annual fees paid to HRingly by Contracting Parties pursuant to this agreement in the calendar year in respect of which the cause of action first arose. Contracting Parties acknowledges that the prices quoted herein are consideration for the stated limits of liability in this paragraph. In no event will HRingly and its licensors be liable for special, incidental, indirect, or consequential loss or damage, lost business revenue, loss of profits, loss of data, loss of cover, damages for delay, punitive or exemplary damages, failure to realize expected profits or savings or any claim against Contracting Parties by any other person, even if HRingly and its licensors have been advised of the possibility of any such losses or damages and even if the remedy set forth herein shall be deemed to have failed of its essential purpose.
14.2 No party may bring an action, regardless of form, arising out of or related to this agreement (other than to recover fees or expenses due to HRingly) more than one year after the cause of action has arisen or the date of discovery of such cause, whichever is later.
15. Mutual Indemnification.
Subject to the provisions contained herein and, with respect to HRingly, each Party agrees to defend, indemnify and hold the other and its officers, directors, agents, affiliates, distributors, franchisees and employees harmless against any loss, damage, expense, or cost, including reasonable attorneys fees (including allocated costs for in-house legal services) (“Liabilities”) arising out of any claim, demand, proceeding, or lawsuit by a third party relating to this Agreement, and due to the indemnifying Party’s acts or omissions.
16. Notice. All notices and correspondence to be given to a HRingly under or arising out of this Agreement, shall be given as provided below in this Clause through electronic mail, facsimile, registered post or through courier.
If addressed to the Company:
Attention: Mr. Gaurang Bansal,
CodeBlock Technologies Private Limited
905, Tower 2, Assotech Business Cresterra, Sector 135, Noida - 201301
If addressed to the Contracting Parties
Attention: Name of the Contracting Party
Email:- As mentioned during Signup or used for accessing the Platform.
17. Independent Contractors. The Parties to this Agreement are independent contractors. Neither Party is an agent, representative or employee of the other Party. Neither Party will have any right, power or authority to enter into any agreement for or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other Party. This Agreement will not be interpreted or construed to create an association, agency, joint venture or partnership between the Parties or to impose any liability attributable to such a relationship upon either Party.
18. Integration. This Agreement and all Exhibits hereto, as well as agreements and other documents referred to in this Agreement constitute the entire agreement between the Parties with regard to the subject matter hereof and thereof. This Agreement supersedes all previous agreements between or among the Parties. There are no agreements, representations, or warranties between or among the Parties other than those set forth in this Agreement or the documents and agreements referred to in this Agreement.
19. Severability. If any term or provision of this Agreement is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, such illegal, unenforceable, or invalid provisions or part thereof shall be stricken from this Agreement, and such provision shall not affect the legality, enforceability, or validity of the remainder of this Agreement. If any provision or part thereof of this Agreement is stricken in accordance with the provisions of this section, then this stricken provision shall be replaced, to the extent possible, with a legal, enforceable, and valid provision that is as similar in tenor to the stricken provision as is legally possible.
20. Consent to Jurisdiction. The Parties hereto agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated exclusively in the Courts of Delhi, India.
21. Choice of Law. This Agreement shall be governed by and construed under the laws of India and is subject exclusive jurisdiction of courts in Delhi without consideration of its conflict of laws provisions.
22. General Interpretation. The terms of this Agreement have been negotiated by the Parties hereto and the language used in this Agreement shall be deemed to be the language chosen by the Parties hereto to express their mutual intent. This Agreement shall be construed without regard to any presumption or rule requiring construction against the Party causing such instrument or any portion thereof to be drafted, or in favour of the Party receiving a particular benefit under the agreement. No rule of strict construction will be applied against any person.