Effective 6th December 2018
Onboarded is an online onboarding tool specially built for labour hire companies provided by Smartsourcing AU Pty Ltd ABN 82835625898 (“Smartsourcing AU”) that streamlines the way employers onboard new talent, by allowing them to invite applicants to commence and complete an onboarding process and monitor progress of each applicant (“the Service”).
These Terms are binding on any use of the Service and apply to you from the time that Smartsourcing AU first provides you with access to the Service.
Smartsourcing AU reserves the right to modify or change these Terms at any time. You will be notified of any changes or modifications via email or notification on the Website and these changes or modifications become applicable once posted. It is your obligation to ensure that you have read, understood and agree to the most recent terms.
Onboarded Lite does not require you to register an account. You need to simply contact us and we can turn on your access from our end.
To access the full Service, Onboarded Complete, a Subscriber must create an account (“Sign up”). This involves contacting us and then creating a username and password. You may change your password at any time by following the instructions on the Website.
Any individuals with whom you have shared your username and password and who are able to answer your verification questions may receive access to information regarding your account/subscription.
When you Sign up, you acknowledge and agree that:
a) you have read and understood these Terms and have the authority to act on behalf of the entity/employer for whom you are using the Service;
b) have provided true, accurate, current and complete information about the entity;
c) are entirely responsible for ensuring that all usernames and passwords are kept secure and confidential;
d) will not transfer or resell your use of or access to the Service to any third party;
e) are accountable for any and all activities that occur under your login details, including the false or improper use of your login details by third parties;
f) will immediately notify Smartsourcing AU of any unauthorised use of your passwords or any other breach of security so that Smartsourcing AU can reset your password; and
g) you will take all other actions that Smartsourcing AU deems reasonably necessary to maintain or enhance the security of Smartsourcing AU’s computer software and networks and your access to the Service.
3. Applicant Onboarding
The Service is used by you to collect information on applicants you are onboarding into your organization (“Applicant”).
Smartsourcing AU provides the Service to the Subscriber and his/her organization (for example their employer), and that organisation is the administrator of the Service and controls Applicant information processed by the Services.
Smartsourcing AU is not responsible for the privacy or security practices of an administrator’s organization.
When you use the Service to invite an Applicant to commence an onboarding, a unique onboarding link will be emailed to the Applicant (“Onboarding Link”) at the mail address you input into the Service or call via API. It is the Subscriber’s responsibility for ensuring the Applicant is aware the link will be sent to them.
An Applicant will only be granted access to the onboarding landing page once they verify their identity using multi factor authentication. An Onboarding Link will become inactive on the earlier of an Applicant submitting their onboarding application or 14 days.
4. Subscriber obligations
Smartsourcing AU delivers the Service on a subscription basis. Smartsourcing AU grants the Subscriber a nonexclusive, non-transferable, worldwide right to access and use the Services during the Term, solely for the Subscriber’s internal business operations.
4.2 Credits and use
The Subscriber is required to pre-purchase credits to access the Service.
Each applicant that initiates use of the Service in accordance with clause 3 consumes 1 credit.
The Subscriber must always have credits to ensure continued use of the Service.
4.3 General obligations
You must only access the Website and use the Service for your own lawful internal business purposes, in accordance with these Terms.
You acknowledge and agree that:
a) it is your sole responsibility to determine that the Service meets the needs of your business and is suitable for the purposes for which it is used;
b) Smartsourcing AU does not warrant that the Service generally available through its Website will be uninterrupted or error free or that defects in the Service will be corrected. Among other things, the operation and availability of the systems used for accessing the Service, including computer networks, mobile devices, and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Service. Smartsourcing AU is not in any way responsible for any such interference or prevention of your access to the Website or use of the Service;
c) while Smartsourcing AU will take all due care in ensuring the privacy and integrity of the information you provide, the possibility exists that this information could be unlawfully observed by a third party while in transit over the Internet or while stored on Smartsourcing AU’s Website or systems. Smartsourcing AU disclaims all liability to you to the greatest extent possible pursuant to law should this occur;
d) you are responsible for implementing sufficient procedures and checkpoints to satisfy your requirements for the accuracy of data input and output and for maintaining a means external to the Website for the reconstruction of any lost data;
e) you remain responsible for complying with laws. It is your responsibility to ensure that you have collected your data in compliance with, and that the transmission and storage of, and access to your data via the Website and Service will at all times comply with, laws applicable to you; and
f) Smartsourcing AU does not store any of your data once it has been provided to you and after agreed time frame directly or via a third party system or service provider. The Services is a data collection tool only and is not a data storage service.
5.2 Smartsourcing AU’s services
You acknowledge and agree that:
a) Smartsourcing AU’s Service is not a job posting or advertising service;
b) Smartsourcing AU enables you to generate a unique onboarding link that is automatically emailed to Applicants at your request;
c) Smartsourcing AU is not responsible for, and has no control over the creation or publication of content and disclaims all liability for your content or that of any Applicant, including whether it is legal;
d) Smartsourcing AU has no ability to verify any information provided by you or an Applicant. If your applicants provide incorrect information, it will be your responsibility to correct those details and to take any steps necessary to protect the privacy of Applicants. You indemnify Smartsourcing AU for any damages resulting from this;
e) in no event will Smartsourcing AU be liable to you or any other entity for any decision made or action taken by you in reliance upon any information contained in or omitted from the Website or Service, including any information provided by Applicants and the method by which they provide this information;
f) Smartsourcing AU cannot and does not guarantee or warrant to you that any files available for downloading through the Website, including any downloadable report which outlines the key details and personal information of Applicants, will be free of infection or viruses, worms, trojan horses or other code that manifest contaminating or destructive properties;
g) Smartsourcing AU assumes no responsibility for communications between you and an Applicant; and
h) Smartsourcing AU may provide analytics data regarding your account to anyone at your company at Smartsourcing AU’s discretion.
6. Third party applications
The Service contains features designed to interoperate with third party applications that are web-based, mobile, on premises or other software applications not developed by Smartsourcing AU (“Third Party Applications”)
6.1 Smartsourcing AU supplied Third Party Applications
If agreed with you, Smartsourcing AU may supply certain Third Party Applications, to be used in conjunction with Smartsourcing AU’s Service (“Supplied TPA”). If a Supplied TPA is subject to separate or additional terms and conditions provided by the Supplied TPA suppliers, then, notwithstanding anything to the contrary otherwise specified in these Terms, Smartsourcing AU makes no warranties of any kind, express or implied, nor offers any indemnification with respect to such Supplied TPA.
All separate and additional Supplied TPA licensing terms are available at integrating solution company’s website, or such other website designated by Smartsourcing AU.
6.2 Your integrated Third Party Applications
In all other cases where you wish to integrate a Third Party Applications into the Service (“Sourced TPAs”), you are solely responsible for obtaining and maintaining access to these Sourced TPAs from the applicable providers. Smartsourcing AU is not liable to you and will not provide you with any refund, credit or other compensation for any errors, delays, downtime or non-performance of the Services causes or contributed to by the temporary or permanent unavailability of a Sourced TPA, or if you terminate your subscription, use or licence to the Sourced TPA.
If you establish an integration between a Sourced TPA and the Service via the cloud, you authorize Smartsourcing AU to access and transmit Your Data to and/or from the Sourced TPA while you are a Subscriber to the Service and subject to Smartsourcing AU’s other obligations under these Terms regarding Your Data.
Smartsourcing AU is not liable for any loss or damage arising directly or indirectly from any disclosure, modification or deletion of Your Data occurring in or caused by a Sourced TPA.
7. Conditions of access and use
As a condition of these Terms, when accessing the Website and using the Service, you must:
a) do so solely for business purposes;
b) do so only through the Website or any application provided by Smartsourcing AU;
c) not access the Website or use the Service, by way of act or omission, to mislead or deceive others;
d) not attempt to undermine the security or integrity of Smartsourcing AU computer software or networks;
e) not attempt to create multiple Service accounts without permission;
f) not attempt to gain unauthorised access (for example, through impersonation or misrepresentation) to any materials other than those to which you have been given express permission to access or to the computer system on which the Service is hosted;
g) not attempt to modify, copy, adapt, reproduce, republish, upload, post, transmit, distribute, disassemble, decompile or reverse engineer any material from the Website including code, software and computer programs used to deliver the Service or to operate the Website;
h) not use, or misuse, the Service in any way which may impair the functionality of the Service or Website, or other systems used to deliver the Service or impair the ability of any other Subscriber to access the Website or use the Service;
i) not post any content that is unlawful, fraudulent, discriminatory, threatening, abusive, libellous, defamatory, obscene or otherwise objectionable, or that contains irrelevant or unconstructive content;
j) not post any content that contains proprietary information, trade secrets, Confidential Information, advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication, or encourages or causes spamming or flooding;
k) not post any: harmful code, including viruses, worms, trojan horses, time bombs, time locks, drop dead devices, traps, access codes, cancelbots or trap door devices; files that may damage any other person’s or entity’s computing devices or software; content that may be offensive; or material or data in violation of any law (including data or material protected by copyright or trade secrets which you do not have the right to use);
l) not sell, redistribute or use the Service or Website for any commercial purpose (other than as agreed);
m) not use data mining, robots, screen scraping/crawling, or similar automated data gathering, extraction or publication tools on the Website (including without limitation for the purposes of establishing, maintaining, advancing or reproducing information contained on Smartsourcing AU ’s Website on your own website or in any other publication), except with Smartsourcing AU ’s prior written consent. Smartsourcing AU reserves the right to take such action as it considers necessary, including issuing legal proceedings without further notice, in relation to unauthorised use of the Website; and
n) not use the Website or Service for any purpose that is unlawful or prohibited by these Terms.
Unless the relevant party has the prior written consent of the other or unless required to do so by law, each party will preserve the confidentiality of all information exchanged between them or obtained in connection to these Terms, whether in writing, electronically or orally (“Confidential Information”).
Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these Terms. Each party’s obligations under this clause will survive the termination of these Terms.
The provisions of this clause shall not apply to any information which:
a) is or becomes public knowledge other than by breach of this clause;
b) is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
c) is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
d) is independently developed without access to the Confidential Information.
10. Intellectual property
Title to, and rights to any patent, trade mark, service mark, copyright, moral right, design rights, know-how and any other intellectual or industrial property rights, anywhere in the world, whether registered or not (“Intellectual Property Rights”) in relation to the Service, the Website and any documentation associated with the Services remain the property of Smartsourcing AU (or its licensors).
10.2 Ownership of content/Data
Title to, and all Intellectual Property Rights in, the content you put into the Service or Website (“Your Data”) remains your property. However, your access to the Your Data is contingent on full payment of all fees when due.
You grant Smartsourcing AU a licence to use, copy, transmit, store and back-up Your Data for the purposes of enabling you to access the Website and use the Service and for any other purpose related to provision of the Service to you.
You also grant Smartsourcing AU a non-exclusive, fully paid, world-wide and irrevocable license to use Your Data to derive anonymous statistical and usage data related to the Service (“Anonymous Data”) to compile, combine or incorporate such Anonymous Data with or into other similar data and information available, derived or obtained from other clients, customers, licensees or users of Smartsourcing AU, or otherwise (collectively “Aggregate Data”), to permit Smartsourcing AU to undertake quality control or data analytics, and use Aggregate Data in connection with its products and services. Smartsourcing AU will be the owner of all right, title and interest in and to Anonymous Data and Aggregate Data. Your grant of license to copy, anonymize, aggregate, process, use and display Your Data for the purposes of this clause will survive the expiry or termination of this Agreement. Smartsourcing AU warrants that Anonymous Data will not identify you or Your Data.
10.3 Backup of Data
You must maintain copies of all Your Data you put into the Service. Smartsourcing AU adheres to its best practice policies and procedures to prevent Your Data being lost, including a daily system back-up regime, but does not make any guarantees that there will be no loss of Your Data. Smartsourcing AU expressly excludes liability for any loss of Your Data no matter how caused.
11.1 Consumer Guarantees
a) To the maximum extent permitted by law, Smartsourcing AU makes no express (except as set out in these Terms) and excludes all implied (whether by common law, statute or otherwise) representations, warranties, terms, conditions and guarantees of any kind whatsoever. Smartsourcing AU is not liable to any person, including you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, under or in connection with these Terms, any order or the supply of any Service, for any proximate, incidental, indirect, special or consequential loss, liability, expense, cost, damage or claim, even if Smartsourcing AU has been advised of, or should have reasonably contemplated, the possibility of such loss, liability, expense, cost, damage or claim, or for any loss of sales, revenue, profits, goodwill or opportunity.
b) Subject to clauses 10.1a), c) and d) but otherwise to the maximum extent permitted by law, Smartsourcing AU’s:
(i) liability pursuant to or for:
(A) any representation, warranty, term, condition or guarantee expressed or implied in these Terms; and
(B) any other rights or remedies of yours or any third party claiming through you,
will be limited, at Smartsourcing AU’s option, to (i) resupply of the Services (or supply of services) (ii) payment of the cost of resupplying the Services (or acquiring equivalent services) or (iii) payment of the cost of having the Services made good; and
(ii) total maximum liability under or in connection with these Terms, any order or supply of Services, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, is limited to the amount paid by you to Smartsourcing AU under the relevant order.
c) If you are a Consumer, the Services come with consumer guarantees that cannot be excluded under the relevant Consumer Law. Nothing in these Terms is intended to exclude, restrict or modify any rights that you may have under the relevant Consumer Law or any other applicable legislation which may not be excluded, restricted or modified by agreement.
d) For the purposes of section 5D of the FTA (NZ) and section 43 of the CGA (NZ), if you are is acquiring Services in trade then to the extent permitted by law:
(i) the Services provided to you under or in connection with these Terms are being provided and acquired in trade;
(ii) if the FTA (NZ) and/or the CGA (NZ) applies to the supply of the Services under or in connection with these Terms, in respect of all matters under or in connection with these Terms, the parties are contracting out of the CGA (NZ) and sections 9, 12A and 13 of the FTA (NZ);
(iii) the parties have each had an opportunity to receive advice from a lawyer prior to contracting under these Terms; and
(iv) it is fair and reasonable for the parties to be bound by this clause 10.1d).
11.2 Technical malfunction
Smartsourcing AU disclaims all liability for any technical malfunction of the Website, including but not limited to failure of any computer systems, servers or providers, computer or mobile equipment, software, failure of email delivery, account login or any other services provided by Smartsourcing AU as a result of technical problems or traffic congestion on the Internet or any third party website or combination thereof, including injury or damage to your or any other person’s computer, mobile device or other hardware or software, related to or resulting from using or downloading any content in connection with the Service or Website.
Under no circumstances will Smartsourcing AU be responsible for any loss or damage to any content or personal injury or death, resulting from anyone’s use of the Website, Service, content or third party applications, websites, software or content posted on or through the Website or transmitted to Subscribers or any interactions between users of the Service or Website, whether online or offline.
11.3 Harm resulting from downloads
You understand and agree that you download or otherwise obtain material or data through the use of the Website at your own discretion and risk and that you will be solely responsible for any damages to your computer system or loss of data that results from downloading or obtaining any such material or data.
11.4 Reliability and loss of content
Smartsourcing AU disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, operability or availability of information or material displayed on or otherwise made available on the Website. This includes the legality or enforceability of any electronic or digital signature used by an Applicant.
Smartsourcing AU also disclaims any responsibility for the deletion, failure to store, mis-delivery or untimely delivery of any information, mails or material, including your data.
11.5 Privacy Laws
You indemnify, and keep indemnified Smartsourcing from any loss, liability, damages or claims arising directly or indirectly in connection with a breach of privacy laws or the loss, mis-use, deletion, mis-delivery of any information relating to an Applicant.
12. Limitation of liability
Under no circumstances will Smartsourcing AU or its affiliates, or its or their third-party licensors, be liable to any Subscriber on account of that Subscriber’s use or misuse of or reliance on the Website or reliance on any Applicant data or information.
Smartsourcing AU will not be liable for:
a) any indirect, incidental, consequential, special, exemplary, or punitive damages whether such claim is based on warranty, contract, tort (including negligence), indemnity, or otherwise;
b) or for any loss (including loss of information, data, profits or savings, loss of opportunity or economic loss) or damage, resulting, directly or indirectly, from any use of, or reliance on, the Service or Website, or Supplied TPA or Sourced TPA
Subject to section 10.1, the maximum aggregate liability of Smartsourcing AU and its affi liates, and its and their third-party licensors, for all damages, losses and causes of action, whether in contract, tort (including negligence) or otherwise, will be limited in respect of any one incident, or series of connected incidents, to the Subscription Fees paid by you in the previous 12 months. If you are not satisfied with the Service, your sole and exclusive remedy is to terminate these Terms in accordance with clause 13.
13.1 No-fault termination
These Terms will continue on a month-by-month basis in accordance with the payment of credits under clause 4.2 . At the end of each month (“Billing Period”) these Terms will automatically continue for another Billing Period of the same duration subject to clause 4.2, unless either party terminates these Terms by giving at least one month’s advance written notice.
If you elect to terminate these Terms by providing one month’s advance written notice, you will not be entitled to receive a refund for all credits that remain unused as at the date of termination.
a) breach any of these Terms and do not remedy the breach within 14 after receiving notice of the breach if it is capable of being remedied;
b) breach any of these Terms and the breach is not capable of being remedied, which includes (without limitation) non-payment of the Subscription Fee; or
c) your business becomes insolvent or goes into liquidation or has a receiver or manager appointed of any of its assets,
Smartsourcing AU may take any or all of the following actions, at its sole discretion:
a) terminate these Terms and your use of the Service and access to the Website; or
b) suspend for any definite or indefinite period of time, your use of the Service and access to the Website.
For the avoidance of doubt, if the Subscriber does not have any credits, Smartsourcing AU may suspend your use of the Service, your authority to use the Service and/or your right to access all or any Data.
Termination of these Terms will not end those provisions that are capable of surviving the ending of these Terms.
13.3 Accrued rights
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of these Terms you will remain liable for any accrued charges and amounts, which become due for payment before or after termination and immediately cease to use the Service.
14. Help desk
14.1 Technical problems
In the case of technical problems you must make all reasonable efforts to investigate and diagnose problems before contacting Smartsourcing AU. If you still need technical help, please check the support provided online by Smartsourcing AU on the Website or failing that email us at support@Smartsourcing.net.au
14.2 Service availability
Whilst Smartsourcing AU intends that the Service should be available 24 hours a day, seven days a week, it is possible that on occasions the Service or Website may be unavailable to permit maintenance or other development activity to take place.
If for any reason Smartsourcing AU has to interrupt the Service for longer periods than Smartsourcing AU would normally expect, Smartsourcing AU will use reasonable endeavors to publish in advance details of such activity on the Website.
15.1 Entire agreement
If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control.
15.4 No assignment
You may not assign or transfer any rights to any other person without Smartsourcing AU’s prior written consent and any such attempt is void, provided that Smartsourcing AU must act reasonably in withholding its consent. Smartsourcing AU may assign or delegate its rights and obligations herein without notice to you.
15.5 Governing law and jurisdiction
The laws governing these Terms will be the laws in the State of Victoria, Australia and you irrevocably submit to the exclusive jurisdiction of its Courts and its Appellate Courts and the jurisdiction of the Federal Court of Australia sitting in Victoria.
If any part or provision of these Terms is held invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of these Terms will continue to be valid and enforceable.
Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been sent on transmission. Notices to Smartsourcing AU must be sent to Raj@Smartsourcing.net.au or to any other email address Smartsourcing AU advises you of. Notices to you will be sent to the email address, which you provided when Signing up to access and use the Service.
15.8 Rights of third parties
A person or entity who is not a party to these Terms has no right to benefit under or to enforce any clause of these Terms.