By registering you are acknowledging the acceptance of these terms and conditions as set out below. By accepting you are entering into an agreement between What Digital (Holdings) Ltd (WhatJobs) and you the Publisher.
Publisher Services by WhatJobs
Job Syndication Service
WhatJobs shall provide job advertising information such as job title, job description, location, salary as well as a publication date and the company offering the job. This information shall be passed via API or XML-Feed to the Publisher. WhatJobs shall pay the Publisher on a cost per click or shared revenue basis. The Publisher will find the specifics on their Insertion Order Agreement.
As the Publisher you agree to collect a refreshed XML file from WhatJobs on a daily basis, or more frequently if required by WhatJobs. The Publisher agrees to refresh the jobs it displays to its users within 4 hours of receiving the latest job content from WhatJobs. The Publisher undertakes to not alter the job information and will store and present the jobs provided by WhatJobs on its website(s) in the way to which they are delivered by WhatJobs. This includes frames, footers, text, URL’s and a unique tracking ID provided by WhatJobs. The Publisher will ensure that all content displayed complies with any applicable local law.
WhatJobs agrees to pay the Publisher for each unique click by a valid user. A Valid Click (defined below) must deliver the user to a WhatJobs advert as supplied via the XML or API feed.
The Publisher agrees to not pass information provided by WhatJobs to certain job & social media related services such as (but not limited to) Linkedin, Google For Jobs, Facebook or other listed partners on the insertion order, without the express written consent of WhatJobs. The Publisher shall take all measures to prevent scraping services or other related websites from adopting job advertisements from WhatJobs.
Jobs By Email Service
WhatJobs will provide the Publisher with a job feed (in a format to be agreed between the parties) of relevant, up to date, jobs in order for the Publisher to market job offerings to their own database of users. The Publisher agrees to refresh and update the job content and their own user lists on a daily basis, or at a time schedule agreed between WhatJobs and the Publisher.
The Publisher will send targeted emails with job advertisements, as well as appropriate opt-outs, to some or all of its user lists. WhatJobs reserves the right to audit the style, format and content of email templates in order to enhance the service. Both WhatJobs and the Publisher will work together to share information on opt-outs, complaints and other customer service actions. The Publisher adheres to action removal requests promptly.
WhatJobs agrees to pay the Publisher for each unique click by a valid user. A Valid Click (defined below) must deliver the user to one of WhatJobs adverts as supplied via the XML or API feed in order to run the Jobs By Email Service.
The Publisher will co-register their users via the WhatJobs API when the said user subscribes for a Jobs By Email on the Publisher website. User information provided by the Publisher must contain a valid email address, location, job title, IP address and timestamp. WhatJobs reserves the right to only pay out for those registrations which are unique in the last 180 days.
WhatJobs will use the data provided to deliver emails including targeted job advertisements and other career related promotions. WhatJobs shall include the appropriate opt-outs, to some or all of the users provided by the Publisher and share this information with the Publisher upon request.
WhatJobs agrees to pay the Publisher a fixed fee for each unique record or a profit share of each Valid Click generated for the first 180 days of use.
Grant of Rights
WhatJobs grants the non-exclusive right to the Publisher to use its job advert information, brand names and logos for the Services as described above.
WhatJobs may use the Publisher name and logo for various promotions carried out across the WhatJobs global network, PR, Social Media, radio, television and any other form of marketing communications deemed necessary.
SERVICE TERMS AND CONDITIONS
1. General terms and conditions
- Each Party will promptly notify the other if it receives a complaint or communication from a user (or third party) which relates to any Service above.
- The Publisher will provide all reasonable assistance to provide information to users and third parties in relation to incoming communication at no cost to WhatJobs.
- Publishers shall not approach or solicit, directly or indirectly, any job board, recruiter, direct employer, training provider or other advertiser who is the client of WhatJobs.
- The Publisher shall not offer WhatJobs advertisers any cost-per-click advertising services for the duration of this agreement, without express written permission from WhatJobs.
2. Reporting, Invoicing and Payments
- Within 7 days of the end of each calendar month, WhatJobs shall prepare a Traffic Report and make it available for the Publisher.
- The Traffic Report will contain details of the number of accepted users and/or Valid Clicks generated by the Publisher during the previous calendar month and detail the Service(s) provided.
- The Traffic Report will show a full and final calculation of the fees subsequently due to the Publisher.
- Upon receipt of the Traffic Report the Publisher will send an invoice to Whatjobs for the fees shown within 30 days of receipt.
- WhatJobs will only pay a minimum of $50 (regional variances may apply, see your account manager) on any given invoice. If the Publisher has not yet reached that threshold WhatJobs will roll up the owed monies until the minimum payment threshold has been satisfied.
- All amounts and sums set out in these terms are exclusive of local sales taxes which, if chargeable, shall be added to the invoice.
- WhatJobs shall pay the Publisher within 45 days of the date of the invoice. Payment shall be made by direct bank transfer or PayPal. Other payment methods may be acceptable and must be agreed by your account manager.
- The invoices will be paid in the currency specified on the insertion order.
- WhatJobs reserves the right to use their Traffic Report as a full and final settlement upon any discrepancies that arise.
- If the Publisher provides traffic that goes beyond any reasonable or agreed budget no additional costs will be incurred by WhatJobs.
Valid Clicks, Users & Tracking
WhatJobs defines a Valid Click as a unique, non-incentivised redirection to any WhatJobs job advert provided from any of the Service’s described above. WhatJobs will exclude the following:
- Clicks determined by in-house monitoring software as invalid, log files reporting, Google Analytics or other independent third-party solutions that detect internet bots rather than a genuine human user.
- Clicks delivered to a job advert 24 hours or more after the advert has been established by WhatJobs as having expired and removed from the Publisher XML-File.
- Any repeat clicks from the same user, IP or user agent, on the same advert within the same user session or within 1 hour of the first click.
- Clicks that have been processed without a page rendering that may indicate the use of Pop Network traffic or similar.
- International clicks or users originating from a user based in a country outside the applicable geographic scope.
- Duplicate registrations within 180 days on the Co-Registration Service.
- Any clicks which come from known Black Listed IP addresses and/or databases determined by WhatJobs and/or third-party fraud detection software.
- Clicks to which WhatJobs determines by reasonable judgement as to not turn into productive traffic.
- WhatJobs reserves the right to request a Click Audit from the Publisher at any point during this Agreement. Although not exhaustive this may include a request to verify traffic sources, marketing campaigns, IP address, opt-in details, timestamps or any other reasonable request to determine if a click and/or user is valid.
- WhatJobs tracking analysis will be deemed as final in the course of any disputes that arise around Valid Clicks and/or users.
- WhatJobs reserves the right to withhold any payments due to the Publisher upon reasonable judgement if it is suspected that the Publisher has not complied with these Terms and Conditions.
Use of Job Ad Content
To prevent the practise of negative SEO the Publisher agrees to;
- Pass all job detail pages through a 302 redirect in order to prevent the passing of link value and to avoid being seen as manipulative to search engines such as Google, Bing and Yahoo,
- only use anchor text for full domain name or brand for example “www.whatjobs.com”. If using images the Publisher will use “alt” attribute, for example “alt=www.whatjobs.com”
- to not link to a brand directly more than once,
- not create links from its footer, header or sidebar, and avoid all other ROS style linking,
- not inject additional links or source code onto job details pages,
- not to scrape WhatJobs for additional content in order to produce a full job description,
- pass a rel=”sponsored” or NoIndex attribute to the job details page and/or source URL,
- make every effort to prevent scraping by adding a disallow instruction to their Robots.txt file
- not to repost onto third party websites (without the express written permission of your account manager),
- not publish brands as their own client base nor to use brands to encourage click activity,
- remove all legacy (expired jobs) content from their website,
- not engage in any linking practises forbidden by Google and other search engines.
The Publisher warrants that, in respect of all data provided to WhatJobs in the case of the Services listed above that:
- The Publisher is the Data Controller (as defined by GDPR/Federal Trade Commission Act) of the user data,
- each and every User has provided lawful opt-in consent (in compliance with all applicable laws including but not limited to GDPR and the Federal Trade Commission Act,
- the Publisher will not knowingly provide any information or data procured through fraud, identity theft or any illegal or illicit means, or in a manner not in compliance with applicable laws, rules and regulations,
- the Publisher will maintain all documents and records necessary to demonstrate compliance which can be provided upon request,
- the Publisher has established and implemented commercially reasonable practices and procedures designed to prevent illegal sharing of data or information,
- the Publisher agrees that they will notify WhatJobs within 72 hours if any data provided is suspected to be, damaged, corrupted, inaccurate or unusable or in breach of this agreement and will provide reasonable cooperation and assistance to WhatJobs in order to remedy or mitigate the effects of any such breach at no cost to WhatJobs.
Each Party warrants, represents and undertakes to the other that;
- It has the requisite corporate authority to enter into this agreement and perform its obligations hereunder,
- it shall comply with all applicable laws and regulations, including but not limited to GDPR and the Federal Trade Commission Act, in relation to the performance of its obligations under this Agreement,
- entering into this Agreement will not cause that party to be in breach of any other contract to which it is a party or any statutory or other legal requirement.
Any intellectual property rights connected with the Services shall remain vested in WhatJobs or any third party from whom such rights are licensed. Furthermore the Publisher agrees to; Not reproduce, copy, modify, adapt, publish, transmit, distribute or in any way commercially exploit any material which is subject to these intellectual property rights,
- not copy, modify, display, rent or unbundle any of the Service’s listed above,
- not reverse engineer, decompile or disassemble any of the the Service’s,
- will not otherwise attempt to reconstruct or discover the source code for the Service’s,
The Publisher grants to WhatJobs a non-exclusive, non-transferrable, non-sublicensable, royalty-free licence to use the Publisher’s branding and trademarks, to any extent necessary for the purpose of providing the Services.
Disclaimer and Liabilities
WhatJobs, despite its best efforts, cannot guarantee that;
- the Services will be available at all times,
- the Services will be free from errors, viruses and/or other harmful applications,
- the Services will generate any responses, applicants, clicks or revenue.
WhatJobs shall not be in breach of these Terms if events beyond its reasonable control prevent WhatJobs from providing the Services to the Publisher.
Under no circumstances shall WhatJobs be liable for any consequential, direct or indirect losses arising from the Services. Any loss of profits, revenue, interest, goodwill, business and/or savings is the sole responsibility of the Publisher.
Nothing in these Terms shall be construed to exclude WhatJobs liability for death or personal injury by negligence or any other liability which cannot by law be excluded.
The aggregate liability of either party in respect of any matter connected with this contract, and under contract, (including negligence) or any other head of law, shall not exceed the amounts actually paid by WhatJobs to the Publisher in the previous three months or $20,000, whichever is greater.
In jurisdictions where the foregoing limitation of liability is not permitted, the liability of any party will be limited to the maximum extent permitted by law.
Parties shall indemnify and keep each other indemnified from and against all actions including;
- claims, costs, damages, demands, expenses, fines, liabilities, losses, penalties and sanctions (including amounts paid in settlement, out-of-pocket expenses and interest),
- all legal expenses suffered or incurred, as a result of either party’s material breach of this agreement or
- from any emails sent to users whether or not in breach of this agreement.
Term & Termination
This Agreement shall take effect from the date set forth in the Insertion Order and shall continue unless terminated by either party. Either party may terminate this agreement for any reason at 48 hours’ notice in writing or by electronic mail to the account manager.
All Confidential Information given by either party to the other or otherwise obtained shall be treated by the other party, its employees and subcontractors as confidential and;
- shall not be used other than for the benefit of the disclosing party or
- the furtherance of each party’s obligations under this Agreement.
The foregoing applies notwithstanding that such Confidential Information may have been disclosed prior to this Agreement.
Each Party undertakes not to disclose, without the prior consent in writing of the other, Confidential Information belonging to or disclosed by the other in whole or in part to any other person save those of its employees, agents and contractors who are engaged in performing the provision or receipt of that party’s obligations hereunder and have a reasonable need to know such information, and to its board members, professional advisers and auditors who have a reasonable need to know such information in order to advise the Publisher or otherwise carry out their duties.
Each Party undertakes to use the Confidential Information belonging to, or disclosed by, the other, solely in connection with their performance of this Agreement and not for its own benefit or the benefit of any third party. Each Party undertakes to;
- to protect all confidential information of the other to at least the same manner as it protects its own and;
- not to mingle the confidential information of the other with its own.
At the request of a disclosing Party, the receiving Party shall promptly and within 30 days return to the disclosing Party or destroy all Confidential Information of the disclosing Party and;
- shall certify by a signature of a Director (as the term is understood in law) that it has complied with this sub-clause.
- In respect of confidential information stored electronically, it shall be sufficient that a party uses its best reasonable efforts to expunge such data from its systems. This shall not include the expunging of such data from a party’s enterprise level backups or archives unless and until such backups and/or archives are restored to a live environment.
WhatJobs and the Publisher are entering into this agreement as principals and nothing in this agreement shall serve to create any agency or official partnership.
Amendments to these terms
No amendment to this Agreement shall be valid unless made in writing and signed by, or emailed by, an authorised representative from WhatJobs.
Third Party Rights
Nothing in this Agreement is intended to give any person that is not a party to this Agreement, any rights to rely on or enforce any provision of this Agreement against either Party whether by operation of law or otherwise.
Neither WhatJobs or the Publisher shall have any liability or be deemed to be in breach of this Agreement for any delays or failures in performance of this Agreement which result from an event of Force Majeure.
Either party affected by such an event of Force Majeure, shall promptly notify the other Party in writing when such an event causes a delay or failure in performance and when it ceases to do so.
Governing Law and Venue
This Agreement and all non-contractual obligations arising out of it are governed by and shall be construed in accordance with the laws of Great Britain without regard to its provisions on conflict of law. The Parties unconditionally submit to the exclusive jurisdiction of the courts of Ireland.
The following methods of data gathering are strictly prohibited and will result in the immediate suspension of this agreement;
- Buying, renting or sharing of data
- harvesting email addresses
- gathering data by scraping websites or email
- assumed opt in – User has not explicitly requested to receive a job alert
- email appending – Using known information in a database to cross reference other databases for users email address
The Publisher will at all times;
- ensure its unsubscribe process is as simple to follow as its sign up process,
- ensure all unsubscribes are processed as close to real-time as possible and are shared with WhatJobs within 24 hours (or less),
- ensure all complaints are immediately unsubscribed and are promptly shared with WhatJobs,
- all hard (permanent delivery failures) bounces and soft (temporary bounces) are processed correctly. You should have rules in place to deactivate users after a certain number of bounces and ensure this information is shared with WhatJobs,
- Undertake a policy where users auto-unsubscribe after a maximum of 6 months of inactivity,
- ensure any complaints received through manual channels (direct emails, phone calls etc) are processed within 24 hours,
- ensure you are compliant with GDPR/Federal Trade Commission Act regulations.
Gathering user data
Any user data should be gathered using explicit consent, i.e. the user should provide their email addresses knowing exactly what kind of communications they will receive at the point of sign up there should a typo check in place. Malformed/typo email addresses should be rejected at the time of sign up.
You should also;
- run a ‘recaptcha’ or a similar tool to ensure signups are from a ‘human’ and not a machine,
- reject any sign up from temporary email addresses,