1.2. Through the Platform, employers (Employer) can advertise labour vacancies and recruitment agencies (Agency) can bid to supply candidates that meet the Employer’s requirements to fill those vacancies.
1.3. The Platform offers facilities for Clients and Agencies (together, Users) to fill vacancies on either a:
- Contract basis, where the successful candidate put forward by an Agency via the Platform will be offered a contract for services (Contract Market); or
- Permanent placement basis, where the successful candidate will be offered a permanent employment position with the Client (Permanent Placement Market),
(as the context requires, the Services).
1.7. You must not use the Site if you are:
- not a recruiter, a recruitment agency, or an employer seeking prospective recruitment services;
- not the owner or approved user of the account you are accessing as listed on the platform; or
- not at least 18 years of age.
2.2. You must not add, post or upload any information (Content) to the Site:
- unless you hold all necessary rights, licences and consents to do so; or
- that infringes the intellectual property or other rights of any person.
2.3. The Site contains links to other websites as well as content added by people other than Ubidy. Ubidy does not endorse, sponsor, approve or accept any responsibility or liability for any such third party content or any content available on any linked website.
3. Platform Fees
3.1. You agree to pay Ubidy the subscription fees and any other applicable fees set out at Ubidy.com/fees (or as otherwise advised from time to time) (Platform Fees) via the debit card or direct debit methods further detailed on the Site.
3.2. Ubidy will debit the subscription fees (and any other Platform Fees payable annually) on an annual basis, with the first payment occurring on the date you create your account on the Platform, and every subsequent payment occurring on the anniversary of this date.
3.3. You must ensure that sufficient funds are available to debit the Platform Fees from your elected payment method in accordance with clause 3.2..
- charge interest on the amount owing at 2 percent per month;
- restrict or suspend the Services as Ubidy sees fit; or
- terminate your account on the Platform and prohibit you from creating future accounts.
4. Intellectual Property Rights
4.2. You must not modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from any of the Services, Ubidy software, or documentation or create or attempt to create a substitute or similar service or product through use of or access to the Site or the Services.
4.3. You must not use, register or attempt to register any trade marks or domain names that are derived from, substantially identical or deceptively similar to those of Ubidy and the Services.
5. The Platform
5.1. Ubidy makes no warranty, and has no obligation to ensure that, the Site and Platform are:
- available for use at any given time;
- compatible with a User’s third party software or chosen internet browser; or
6.1. You warrant to us that:
- all information that you provide to Ubidy whether directly or through the Site is true, accurate and complete;
- you will not allow any unauthorised access to the Site or the Platform and you will notify Ubidy immediately upon becoming aware of any unauthorised access or use; and
- you will comply with any applicable laws, standard or regulations with regard to labour law, including without limitation standards or regulations set by the International Labor Organisation (ILO).
7. Limitation of Liability
7.1. You acknowledge and agree that Ubidy’s ability to provide any Service via the Platform is subject to:
- your third party hardware and software (including browser of choice) meeting the Platform’s minimum operating requirements as detailed on the Site and updated from time to time.
7.2. Ubidy is not liable for any virus, malware, trojan or similar malicious software program or code infecting your software or hardware as a result of interactions with third parties on the Site or Platform.
7.3. To the full extent permitted by law:
- Ubidy excludes all liability in respect of any loss of data, interruption of business or any indirect or consequential loss, loss of profits, loss of opportunity or incidental damages; and
7.4. To the extent any legislation prohibits the exclusion of any implied warranties, you agree that Ubidy’s liability in respect of any claim is limited (at Ubidy’s option) to:
- in the case of services:
i) the supply of the services again; or
ii) the payment of the costs of having the services supplied again; or
- In the case of goods (including any downloadable apps):
i) the resupply of the goods; or
ii) the payment of the costs of having the goods resupplied.
8.1. You agree to indemnify Ubidy, its officers and employees or agents from and against any loss, claim, liability, cost or expense incurred by Ubidy in respect of a third party claim arising from or in any way related to:
- your infringement or alleged infringement of a third party’s intellectual property rights;
- your use of the Services or the Platform; or
- your violation of applicable laws, rules or regulations (including those published by ILO).
9.1. Ubidy may (temporarily or permanently) suspend, cancel or edit detail of your account, or any Content, at any time in its sole discretion without notice.
9.5. Ubidy is under no obligation to backup or otherwise retain data on the Platform relating to your account and your interactions with other Users or other parties on the Platform after termination under this clause 9.
10. Data Collection
10.1. You agree that Ubidy may collect and use technical data, usage and quality statistics (such as win rate, fill rate, hit rate, days to fill, average cost) and related information (Data) that is gathered periodically to facilitate the provision of updates, support and other services to you related to the Services. Ubidy and third parties may monitor, use and store Data to improve the Services.
10.2. You acknowledge that Ubidy may use and sell to third parties Data and information extrapolated from the Data, and you provide your express consent to Ubidy generating, using and commercialising the Data in this way.
10.3. You acknowledge that Ubidy may be required by law or regulation to provide data collected from the Site or in providing the Services to a government or regulatory authority and you consent to the provision of any such data or information.
12.1. You consent, acknowledge and agree that:
- any personal information (as defined in the Privacy Act 1988 (Cth) (Privacy Act)) disclosed to Ubidy via the use of the Site and Platform may be disclosed to Ubidy’s third party service providers or contractors, and/or stored on infrastructure used by Ubidy, outside of Australia;
- by creating and continuing to use your account on the Platform, you expressly agree and consent to the disclosure of any personal information outside of Australia in the manner permitted by this clause.
12.2. In providing this consent you understand and acknowledge that countries outside Australia do not always have the same privacy protection obligations as Australia in relation to personal information.
12.3. By providing your consent, under the Privacy Act, Australian Privacy Principle 8.1 does not apply to disclosures referred to in clause 12.1..
13. Acceptable Use Policy
- abuses or materially disrupts any aspect of the networks, security systems, Services and/or websites of Ubidy;
- interferes with the use of the Services by other users;
- generates or facilitates unsolicited and unauthorised advertising or marketing communications;
- violates or facilitates the violation of the legal rights of Ubidy or another user of the Platform;
- otherwise constitutes abuse or inappropriate use of the Site in Ubidy’s sole discretion.
13.2. You will not use the Services for any fraudulent or illegal purposes, or to intentionally distribute malware, viruses or any other computer code, files or programs of a destructive or deceptive nature.
14.3. Ubidy may assign, transfer or novate any of its benefits, rights or obligations under or relating to these Terms and Condition with notice in writing to you.
3. Agency Services
3.1. Ubidy agrees to provide the following services:
- introducing the Agency to an Employer via the Platform, where the Agency can apply to meet employee vacancies advertised by the Employer (Vacancy);
- facilitating, by the provision of the communication and negotiation tools made available via the Platform , the negotiation of potential engagement of the Agency’s candidate by an Employer to fill a Vacancy; and
- access to and use of the Platform,
3.2. In addition to the Agency Services, Ubidy will provide such additional services as agreed by the Agency and Ubidy in writing from time to time.
3.3. Ubidy shall not be responsible for (other than to the extent described in clause 3.1), or have any liability in respect of, the terms of engagement of the candidate by the Employer, or any other matters between the Agency and an Employer.
4. Placement Fees
4.1. Subject to any subsequent agreement between Ubidy and the Agency to the contrary, where an Employer successfully enters into an agreement for the engagement of a candidate as a result of contact between that Employer and the Agency via the Platform (Engagement) and subject to and on the terms set out in clause 4.3, Ubidy will pay to the Agency 85% of the total amount received by Ubidy from the Employer to Ubidy for the Engagement, or any other amount as advised by Ubidy from time to time (Placement Fee).
4.2. The Agency acknowledges that Ubidy enters into separate Terms and Conditions with Employers pursuant to which Employers are bound to pay monies to Ubidy for the use of the Platform and services rendered by the Agency through the platform.
4.3. The Agency acknowledges and agrees that the Placement Fee will only be payable to the Agency in accordance with the below formula:
- where the Engagement is upheld (and is not subsequently withdrawn or rejected) by the Employer for  days (Milestone 1) – % of the Placement Fee will be payable to the Agency within 10 business days of Milestone 1; and
- where the Engagement is upheld (and is not subsequently withdrawn or rejected) by the Employer for  days (Milestone 2) – the remaining % of the Placement Fee will be payable to the Agency within 10 business days of Milestone 2.
4.4. Where an Employer provides notice of withdrawal or rejection of an Engagement, the Agency will be given 30 days from the date of receipt of that notice to provide the Employer with a replacement candidate, in which case the timeframes for the Milestone 1 and Milestone 2 payments will be restarted from the date of acceptance by the Employer of the replacement candidate. The Agency acknowledges that a replacement candidate may only be submitted once for each Engagement, and the acceptance of the replacement candidate is at the sole discretion of the Employer.
4.5. The Agency acknowledges and agrees that, where the successful candidate for Engagement is submitted by more than one Agency, the Agency who first submits the candidate for the Employer’s consideration (as evidenced by the application timestamp on the Platform) will be awarded the Engagement.
4.6. Payment of the Placement Fee in accordance with clause 4.3 will be made to the Agency’s “wallet” available on the Platform within  business days of the Engagement achieving each of Milestone 1 and Milestone 2 respectively, which may then be withdrawn per the details recorded on the Agency’s account on the Platform.
4.7. Ubidy may nominate a bank to make, receive or hold payments to or from the Agency and the Employer from time to time. Unless otherwise advised, Ubidy’s nominated bank is Citibank N.A..
4.8. The Agency acknowledges that:
- the Placement Fee is paid by Ubidy to the Agency in consideration for the Agency accessing the Agency Services and generating traffic via the Platform; and
- Ubidy’s obligation to pay the Placement Fee to the Agency is subject to Ubidy receiving funds from the Employer in respect of the Engagement; and
- Ubidy is entitled to retain any amounts received from the Employer in respect of the Engagement or other services provided by Ubidy to the Employer, save and except for the Placement Fee.
5. Agency’s Obligations
5.1. The Agency must use the Platform for its sole benefit and must not redistribute the Agency Services to a third party unless expressly authorised by Ubidy.
5.2. The Agency must ensure that it meets Ubidy’s pre-qualification requirements as well as any requirements stipulated by the Employers with which it communicates in order to participate in the Permanent Placement Market.
5.3. The Agency must ensure that every candidate it proposes to an Employer to fill a Vacancy is adequately suitable for the role to which the Vacancy relates and has all experience, training, knowledge and/or qualifications that the Employer indicates is required in the Employer’s advertisement for the Vacancy, or in subsequent communications with the Agency.
5.4. The Agency acknowledges and agrees that after first contact with an Employer in connection with a Vacancy via Platform, it must:
- continue to communicate with the respective Employer only via the Platform in respect of the relevant Vacancy; and
- not seek to circumvent payment of any amount by the Employer to Ubidy relating to the filling of a Vacancy, or otherwise require the payment of any additional fees for filling the Vacancy other than as negotiated on the Platform.
5.5. The Agency acknowledges and agrees that any engagement by an Employer of a candidate that occurs as a result of:
- first contact between the Employer and the Agency being made via the Platform; and
- failure to comply with clauses 5.4,
(Bad Faith Engagement) will result in the Agency:
- being barred from all future use of the Platform; and
- being liable to pay to Ubidy an amount equal to:
i) 25% of any amount paid by the Employer to the Agency for such engagement; and
ii) (where the Agency has cancelled its account on the Platform or failed to pay the Platform Fees prior to the Bad Faith Engagement) any Platform Fees that Ubidy deems, in its sole discretion, would have been payable by the Agency to Ubidy if the Bad Faith Engagement had occurred in accordance with these Terms and Conditions.
5.6. The parties acknowledge and agree that the amounts payable to Ubidy under clause 5.5(d) are a fair and reasonable pre-estimate of the damages likely to be sustained by Ubidy as a result of an applicable breach by the Agency.
5.7. The Agency must ensure that all Content it posts or uploads, or causes to be posted or uploaded, on the Platform is accurate and complete, and must promptly update any changes to information posted on the Platform.
5.8. The Agency must comply with all reasonable directions of Ubidy in relation to the Agency’s use of the Platform.
5.9. The Agency must not, and must ensure that its personnel does not:
- use or collect content, information or data contained on, or derived from, the Site owned or uploaded by Ubidy or a third party for commercial purposes other than to apply to fill a Vacancy or negotiate a potential Engagement;
- distribute a volume of messages via the Platform higher than an amount deemed reasonable by Ubidy, or otherwise misuse internal communication tools;
- contact persons or entities through the Platform other than to apply to fill Vacancies, negotiate a potential Engagement, or as otherwise expressly facilitated by Ubidy via the Platform;
- cause damage or impair the performance, availability or accessibility of the Site;
- engage in any illegal or unlawful act;
- engage in, or use the Platform in a manner that constitutes, discrimination or harassment;
- add Content on the Site that:
i) is defamatory in nature;
ii) may bring Ubidy into disrepute; or
iii) would contravene any law or regulation; or
iv) infringes the intellectual property or other rights of any person; or
- otherwise engage in conduct deemed inappropriate by Ubidy (determined in its absolute discretion).
6. Agreement Between Agency and Employer
6.1. The Agency agrees that it is liable for any agreement or arrangement it enters into with an Employer or candidate to fill a Vacancy, and Ubidy shall not be a party to any such agreement.
6.2. The Agency acknowledges that Ubidy provides no representation or warranty which in any way relates to the performance, reputation or reliability of an Employer and that Ubidy shall in no way be liable for any act or omission by the Employer.
7. Dispute Resolution
7.1. If a dispute arises between the parties in relation to the interpretation of these Terms and Conditions or the rights of either party under these Terms and Conditions (Dispute), a party must not commence court or arbitration proceedings relating to the Dispute unless:
- the party has given notice of the Dispute to the other party; and
- the parties have made reasonable attempts to resolve the Dispute by negotiation; and
- Ubidy has not, in its sole discretion and within 60 days of the dispute arising, given notice to the Agency requiring the parties to mediate the dispute.
7.2. The parties agree that, where mediation is required by Ubidy pursuant to clause 7.1(c), that mediation is to be held in Brisbane, Australia, in the English language, and will be mediated via a mediator recommended by the Resolution Institute of Australia (or its successor, as the case may be).
8.1 The Agency must keep its access details (e.g. username and password) for the Platform confidential and notify Ubidy immediately of any unauthorised access or suspected breach of the security of its access.
8.2. The Agency will be liable for any losses incurred by Ubidy for a third party using its account or password to access the Platform.
8.3. The Agency agrees that all candidate information supplied to it via the Platform is confidential, and must take appropriate measures to keep confidential such information.
9. Ubidy Not Recruiter
9.1. Ubidy represents to the Agency that Ubidy is not a recruiter and does not hold itself out to be a recruiter under these Terms and Conditions or by making the Platform available for use by the Agency and Employer.
9.2. Any resume or curriculum vitae of a candidate submitted by an Agency to the Platform will be:
- used by Ubidy only for the purpose of making the resume or curriculum vitae available to an Employer and not for Ubidy’s own purposes; and
- deleted from Ubidy’s database after the date that is 100 days from the date of submission to the Platform.