We are Starget (part of Hirer Ltd) (“Starget“) of International House, 61 Moseley Street, Manchester, M2 3HZ, with company number 10042039 and “we“, “us“, “our” and “ours” refers to Starget and all branches of Starget. Starget, for the purposes of this agreement, includes any subsidiary or associated company (as defined by s.736 Companies Act 1985) of Starget.
You are a Client or potential Client of ours and are the recipient of these Terms of Business and “you“, “your” and “yours” refers to you. For the purposes of this agreement “you” includes any subsidiary or associated company (as defined by s.736 Companies Act 1985) of yours.
By accepting or requesting any services or using information from us you are deemed to accept these Terms of Business (the “Terms“), which apply to all dealings between us relating to the business described in the Terms and override any terms proposed by you unless we have such terms in writing and agreed by a director of Starget. Upon such acceptance, and in consideration of the mutual benefits set out herein, it is agreed as follows:
1.1 In these Terms the following words and phrases shall have the following meanings unless the context requires otherwise:
“Account” means the account registered on the ATS by or on behalf of the Client.
“Administrator” means any person acting on behalf of the Client and authorised by the Client to use the Client’s Account.
“Advertisement” means a notice designed to attract Applications from Candidates in relation to a Client’s Requirement.
“Applicant Tracking System” or “ATS” means an online portal provided by Starget allowing Clients to add new Requirements, search and review Applications, and coordinate their recruitment campaign.
“Application” means a Candidate’s response to a Client’s Advertisement.
“Candidate” means a person who responds to an Advertisement.
“Credits” a credit entitles the Client to place one Requirement with Starget, and is valid for twelve months from the time of purchase (at which point it will expire). The Fee for a Credit is as set out on the Site from time to time and may vary; however variations will not affect Credits already purchased (if the charges change, Clients will not be charged extra or offered a refund or partial refund for Credits already purchased but not used).
“Fees” means the fees and charges payable by the Client as specified or referred to in these Terms.
“Intellectual Property” means patents, trade marks, registered designs, applications for any of the foregoing, unregistered design rights, service marks, database rights, trade and business names, copyright and know-how.
“Loss” means any action, claims, costs, damages, demands, expenses (including legal expenses on a solicitor-client basis) fines, liabilities, losses or penalties.
“Material Misrepresentation” means any deliberate hiding or falsification of a material fact which, if known to us, could have significantly altered the basis of the contract.
“Requirement” means a request from the Client in any form for Starget to introduce a Candidate or provide any other advertising, searching or filtering service. For the avoidance of doubt Starget is not acting as an employment agency as defined in the Employment Agencies Act 1973. Starget is purely a venue for employers and Candidates to meet and is not involved in the actual transaction between Clients and Candidates.
“Requirement Guidelines” each Requirement and Advertisement must conform with all applicable legal requirements, including in particular those relating to discrimination. It must also be stated in a manner which is decent and honest and gives a true picture of the nature of the vacancy and must accord with Starget’s acceptable use policies (which apply both to the content and to the nature of the position). In addition, each Requirement or Advertisement must be in English and contain at least the following information:
• Job Title
• Hours of work, including information about part-time working and job-sharing
• Location(s) at which the Applicant will need to work (these should be exact rather than generic)
• Term of the engagement (whether permanent or fixed term, and if fixed term, the length of the term and any potential renewals)
• A description of the role
• Necessary or desirable qualifications and experience
“Resume” means the curriculum vitae or any other document which outlines the details of a Candidate’s education, training, skills and employment experience which is provided to Starget by a Candidate for distribution to Clients with a view to securing a Requirement.
“Service” means any service that Starget provides to its Client under the terms of their contract.
“User” means any person who uses or posts User Content on the Starget website (including any microsites).
“User Content” means any material (including without limitation text, images, audio material, video material and audio-visual material) that Users submit or upload to the Starget website (including any microsites), for whatever purpose.
1.2 All references to a statutory provision shall be construed as including references to:
(a) any statute, modification, consolidation or re-enactment (whether before or after the date of this Agreement) for the time being in force;
(b) all statutory instruments or orders made pursuant to it; and any statutory provisions of which it is a consolidation, re-enactment or modification.
1.3 The Services are provided solely for the internal business use of the Client; the Client may not resell or sub-license the Services, provide them on a service bureau basis or otherwise make them available directly or indirectly for the benefit of any third parties. This includes allowing a third party to access the Client’s Account.
1.4 Starget may amend these Terms from time to time and notice of this will appear on the Starget website and your Account and continued use of the Services after the provision of such notice will constitute acceptance of the revised terms.
2.1 This diagram illustrates the steps involved in the standard recruitment services offered by Starget. Further details, and information about other Services are then provided in the rest of the Terms:
3.1 The Client’s first step is to create an Account. Only one Account and one primary Administrator may be created for each Client. The Client may add additional Administrators under additional usernames within a single Account. Starget will be entitled to act on instructions and information placed on the ATS by the Client’s Administrators as acting on behalf of the Client. The Client is responsible for monitoring its Account for messages sent by Starget: the Client will be deemed to have notice of communications sent to its Account.
3.2 During the Account opening process, the Client will be required to provide security details including a password; subsequently the Client may be requested to create similar information in relation to services such as provision of API feeds or may be given an API key. The Client must keep the information needed to access its Account and the Services secure and confidential, and should reset these details and notify Starget if it believes that its security or confidentiality may have been prejudiced. Starget is not liable for any misuse of security information by the Client, any Administrator or a third party who has obtained this information.
3.3 Starget will retain the Client and Administrator information provided and will use it for the purposes of providing services to the Client, and of providing marketing information to the Client in relation to Starget’s own activities or those of third parties. Starget may also provide this information to third parties for the purposes of their marketing.
4.1 Starget’s Services are provided through its ATS. Starget will use reasonable endeavours to keep the ATS available but does not guarantee any level of availability. Starget will change, update and enhance the ATS from time to time, and there may be periods of downtime or reduced access associated with this. Starget retains all rights in the ATS.
4.2 The ATS allows the Client to communicate with Candidates in various ways. Whenever this happens the Client:
4.2.1 is responsible for the content of all communications (even if Starget has had the opportunity to review or challenge that content);
4.2.2 must ensure that all communications are courteous and respectful;
4.2.3 must comply with all applicable laws (including employment legislation and data protection legislation) and act in accordance with good practice.
The Client will indemnify Starget for all Loss it may suffer in relation to a Requirement or Advertisement, any Client communication with a Candidate, or any other action taken by the Client on the ATS or in relation to a Candidate. The Client will assume responsibility at its own expense for the conduct of any dispute between it and a Candidate.
4.3 Equally, Starget does not verify information provided by Candidates at any stage, and is not responsible for inaccurate or misleading information provided by Candidates.
4.4 The ATS is an IT system that offers various types of functionality. It is offered ‘as is’ and Starget does not warrant that it will be compatible with all Client systems. It is the Client’s responsibility to ensure that it has the technological capability to access the features of the ATS. The Client acknowledges that certain functionality will also require that a Candidate has access to particular technological capabilities (such as webcams or sufficient broadband or email capacity) and provides accurate contact information. In addition, the ATS places certain limitations on the way in which it can be used (for example in relation to file size and format). Starget is not liable if either the Client or a Candidate does not have the capability to access or use all or any part(s) of the ATS, provides inaccurate information (including inaccurate contact details), or does not follow other technical guidelines.
4.5 Starget takes reasonable steps to protect its systems, including the ATS and its website, against attacks and malware, but cannot guarantee that the Client will not be affected by viruses or other harmful or malicious code as a result of accessing or downloading from the ATS.
4.6 The Client must not link to the ATS without Starget’s permission and must ensure that it does not damage the ATS, including through any viruses, harmful code or malware, denial of service attack. Its use of the ATS must be reasonable and for the purposes of benefiting from Starget’s Services. The Client may not attempt to reverse engineer or decompile the software underlying the ATS or to replicate (exactly or substantively) the look and feel of the ATS, including its user interface and processes. Starget may suspend a Client’s Account if the Client is in breach of these Terms.
4.7 The Client agrees that Starget will monitor its use of the ATS and will retain records of such monitoring.
5.1 Once a Client has created its Account it may begin to recruit. In order to recruit, the Client must purchase the requisite number of Credits, and must maintain a valid means of payment which is registered against its Account to do so. Payment methods accepted by Starget will be shown on the ATS and may change from time to time. The Client can check the number of available Credits and the time left before they expire through its Account.
5.2 Clients should note that their recruitment activity through Starget will become public knowledge and in particular may be found by their own employees. Starget is not liable for any consequences of this, and the Client should be ready to manage these issues as they arise.
5.3 Once the Client has agreed the Service Agreement, it should define its Requirement, create its Advertisement and upload this to the ATS and finally purchase Credits.
5.4 For the avoidance of doubt, the Client shall not be entitled to a refund in respect of Credits purchased but not used.
5.5 Clients should note that if they receive multiple Applications in response to a single Advertisement, they are free to recruit all Candidates, and that no additional monies are payable even if only one Credit was used to place the original Requirement.
5.6 The Client must ensure that each Requirement and Advertisement complies with the Requirement Guidelines; Starget may reject non-compliant Requirements. Clients should note that where inadequate or non-specific information is provided in a Requirement it will reduce Starget’s ability to target the Advertisement effectively and may well reduce the level or quality of response.
5.7 The Client must ensure that the Requirement and Advertisement are accurate and gives a true picture of the vacancy.
5.8 Starget may offer within the ATS technology such as a ‘Job Wizard’ to assist the Client in creating its Requirement; such tools are for the Client’s benefit and do not affect the Client’s responsibilities under Clauses 4.2 and 5.7. Starget does not guarantee that the use of such tools will lead to an increased level or quality of response.
5.9 Starget also provides the opportunity for a Client to upload jobs by supplying a customised API. We will monitor this feed and contact the Client when we notice a new Requirement, asking it to validate the information we have collected and authorise Starget to Advertise the Requirement.
6.1 Once the Client has uploaded its Advertisement to the ATS, Starget will use its experience of the recruitment market to select appropriate online job boards and job categories (at its discretion). Starget does not guarantee a deadline for this, but will post the Advertisement reasonably promptly.
6.2 Starget regularly changes the job boards that it posts Advertisements to. As such certain job boards may not be available after purchasing Credits. Furthermore new job boards that are added after the Advertisement for a Requirement has been placed may incur an additional fee.
6.3 Because not all job boards use the same parameters, Starget will use its discretion and experience to modify Advertisements in order to meet the parameters accepted by a specific job board and will do so on the basis of its view of what would provide the closest fit with the Requirement. Starget may also modify Advertisements at its discretion to ensure compliance with law or with the Requirement Guidelines. Starget will obtain the Client’s approval for any modifications before posting the Advertisement to a job board. Any delay in the Client granting such approval may result in a delay in the Advertisement being posted.
6.4 The Advertisement will then be available for the period allowed by each job board; this is usually 28 days but can vary from 7 days to 42 days (and may indeed alter further outside this range as practices develop).
6.5 The Client acknowledges that unless otherwise stated, Starget will take reasonable steps to avoid Advertisements directly or indirectly identifying the Client. They will usually carry only the branding of Starget but may carry the branding of third parties who work with Starget.
6.6 Once an Advertisement is placed on a job board it cannot be changed; if the Client wishes to amend the Advertisement it must use a further Credit to place a new Requirement on the ATS. Starget is not responsible for any aspect of the availability, accessibility or conduct of a job board.
6.7 The Client may withdraw its Requirement for any reason at any time and RStarget will comply with this request; however the Client will not be entitled to a refund.
7.1 Applications may come to the ATS directly or via third party systems (in which case Starget is dependent on the quality of those third party systems). The ATS is not able to access covering letters or paper based applications.
7.2 Starget asks Candidates to complete an equal opportunities monitoring form; this information can be provided to the Client in anonymised form if requested and provided that there are sufficient numbers of people involved that the anonymization will be effective.
7.3 Starget will format Applications into a common format (please note that the conversion process is not always perfect in its presentation, though actual content will not be affected) and will score them using its proprietary technologies; as with Job Wizards and similar tools, this is intended to assist the Client but the Client must still rely on its own judgement in selecting Candidates. Starget will provide an indication of the distance that the Candidate will need to travel to reach the defined job location; the Client should note that this is a direct “as the crow flies” distance and that travel times may not always reflect this.
7.4 Starget will provide Applications to the Client at intervals to be agreed with the Client; alternatively the Client may set up an API feed on the ATS to access Applications directly. The Client should not poll the API feed more often than every fifteen minutes.
7.5 Starget will provide the Client access to Applications through the ATS for two months from the time that the job is advertised; after this time continued access can be requested for an additional fee. However, once Applications are made available to or provided to the Client, the Client is responsible for storing them. Starget does not guarantee that back up copies will necessarily be available through the ATS and is not responsible for Loss if access is not available for any reason.
7.6 The Client may use Applications for the purpose of fulfilling its Requirements but should not make the Applications available to any other person.
7.7 We do not guarantee that an Advertisement will result in a suitable Candidate being found; Credits will not be refunded if suitable Candidates are not found. The Client is responsible for the selection of the Candidates, for taking up references where relevant, and for ensuring that the Candidate holds valid qualifications and is entitled to work in the relevant locations.
8.1 The Client may ask Candidates to answer filter questions. Such questions should comply (where relevant) with the Requirement Guidelines, and the Client is responsible for formulating the questions. If Candidates mistakenly answer questions incorrectly they may be excluded, so, whilst the ATS offers the Client the flexibility to construct its questions as it wishes, the Client is advised to make filter questions both relevant and clear.
8.2 The Client may also set up online video interviews with Candidates. The Client is free to set these interviews up as it wishes, and so the questions and the format of these video interviews are the Client’s responsibility. An additional Fee may be charged for this service.
8.3 The Client may:
8.3.1 provide an application form which Starget will make available to Candidates; or
8.3.2 request Starget to provide the Candidate with a hyperlink to another website (such as a Client site containing an online form).
8.4 Social Media: If requested by the Client, Starget can publicise the Advertisement through social media networks. The Client will need to give its username/password details for each social media site to Starget to facilitate access for this. Starget will use these details only for the purpose of providing this service and will take reasonable precautions to keep these details confidential and secure.
8.5 Media Buying: If requested by the Client, Starget can buy media space for use in relation to the Client’s Advertisements. The Client must pay for this space in advance (even if the media space or the Advertisement is subsequently cancelled or withdrawn) and the use of such space will be subject to the terms and conditions of the media owner/provider. All Advertisements will carry the Starget branding unless otherwise stated. All Applications will be processed using the ATS. We make no guarantee that suitable Candidates will be found using media buying.
8.6 Resume Search: If requested by the Client, Starget can undertake a search of its Resume database and/or those of third parties. The Client will need to verify that Resumes provided are up to date and that the individual is available for work. Additional Fees will be applicable and there is no guarantee that suitable Candidates will be found using Resume Search.
8.7 Guides: Starget provides guides to assist Clients with their recruitment practices. These may be downloaded from the Starget website. These guides are not intended to be, and should not be relied on, as professional or legal advice, and Clients should verify independently any statements made in them and rely on their own judgement in adopting any suggestions or ideas in them. Starget does not assume any liability in relation to such guides.
9.1 A Candidate may seek to support his/her Application by providing a reference (a “Reference“) from a past employer (a “Referee“). The Client acknowledges that Starget cannot compel a Referee to provide a Reference.
9.2 The Client agrees that Starget is a conduit and does not verify information provided by Referees at any stage, and that Starget is not responsible for inaccurate or misleading information provided by Referees.
9.3 The Client accepts that the Client is solely responsible with regards to any recruitment decisions made about Candidates, including any decisions made upon reliance on a Reference. Where the Client seeks to rely on a Reference in order to make a recruitment decision, the Client agrees that it does so in accordance with its own best judgement. Stargetencourages the Client to obtain any further information it requires in order to be satisfied about and/ or verify the information given in a Reference.
9.4 The Client agrees that any liability for loss or damage arising from the provision of a Reference (including but not limited to the loss of revenue or profit, the loss of opportunity, the loss of reputation or the loss of employment) falls to be decided between the Client and the Referee and that Starget shall have no liability whatsoever in relation to such loss however it arises.
10.1 Starget does not grant the Client any rights in the Starget brand, the ATS (as developed from time to time), Starget’s database of resumes and Applications, the Advertisements or the Applications, and, as between the parties, will retain all Intellectual Property in them. The Applications will be retained on the Stargets database and are made available to the Client on a non-exclusive basis—Applications may be provided to other Clients irrespective of how the Applications are received by Starget or why they are submitted.
10.2 From time to time, Clients may make suggestions on how the Services, the Starget website or the ATS could be altered or improved, or as to additional services which Starget could offer. Starget may adopt and develop any such ideas free of charge, and will own all Intellectual Property in or resulting from such suggestions.
10.3 In our processing of personal data as part of the provision of Services to you, Starget will act as a data processor and the Client will be the data controller. In this context, Starget will maintain reasonable levels of technical and organizational security precautions in order to protect such personal data. It shall act in accordance with the reasonable instructions of the data controller in relation to the treatment of such data provided that: where such instructions impose additional cost, such costs shall be borne in advance by the data controller; and such instructions may not prevent it from performing its obligations under this Agreement or to any client. If we receive data subject requests we will provide reasonable assistance to the Client in responding to these. The Client acknowledges that the ATS is a shared platform and cannot be customised specifically for the Client.
10.4 Starget will retain Resumes and Applications and in such cases will act as data controller.
10.5 The Client acknowledges that Applications are submitted under the express or implied terms offered by job board providers or other third parties and that processing of the personal data and use of the Applications will be subject to such terms.
10.6 In Clauses 10.3 to 10.5 terms from the Data Protection Act 1998 will have the meanings given in that Act.
11.1 You give us permission to disclose our business relationship to other parties to promote Starget’s provenance. This includes (but is not limited to) your company name and logo, testimonials, and any written or verbal communication.
11.2 The Client should note that Starget may allow third party advertising on its website and microsites. Starget does not moderate such advertising and is not liable for any consequence of this, including any competitor advertising.
11.3 User Content may include reviews of the Client. Starget may, but is under no obligation to, moderate any potentially negative comments before they are posted to its websites and/or microsites.
12.1 We may (whether by providing to you contact details, website links, other promotional material or otherwise) introduce you to third party service providers including (but not limited to) in relation to the creation of videos to showcase potential careers within your business (Third Party Services).
12.2 You acknowledge that the provision of Third Party Services will be subject to a separate written agreement, to be entered into directly between you and that third party (although we may enter into such agreement on that third party’s behalf).
12.3 You further acknowledge that as such Third Party Services are provided by a third party and not by us, we are not responsible for, offer no warranty, guarantee or representation in relation to, and shall not be liable for any loss or damage you suffer arising out of or in connection with:
(a) the performance of the Third Party Services;
(b) the quality of any deliverable provided to you pursuant to the performance of the Third Party Services (Deliverables); or
12.4 As part of the Service we may provide you with assistance in relation to the Third Party Services at our sole discretion and if so requested by you at your cost.
12.5 You hereby grant to us a royalty-free, non-exclusive, irrevocable, perpetual and worldwide licence (with the right to grant sub-licences) to use the Deliverables (or extracts thereof):
(a) in the course of providing the Service to you; and
(b) for our own (or our sub-licensor’s own) promotional and marketing purposes.
13.1 You acknowledge and agree that:
(a) you shall keep any information relating to a Candidate confidential and not use it for any purpose other than the purpose you disclose to us at the time the information is requested;
(b) in relation to a Candidate’s information you will act in accordance with the Data Protection Act;
(d) you shall not divulge to any other party, or use for your own benefit, any information capable of being confidential relating to the affairs of our business or business methods, or confidential information, received from each other, except that which is in the public domain or is trivial or obvious or authorised to be released or required by Court Order to be disclosed.
13.2 Any public statements you wish to make (in any media) will be agreed in advance with Starget.
13.3 Your confidentiality obligations above are for the benefit of both Starget and also the Candidates in question. Under the Contracts (Rights of Third Parties) Act 1999, we will allow Candidates to enforce these duties directly against You.
14.1 The Fees should be taken as those stated on our website or company literature or as otherwise agreed by a representative of Starget and the Client at the time of receiving a Requirement or (in relation to Credits) at the time of purchasing the Credit.
14.2 Our Fees are subject to change without notice. Changes to Fees will be set out on the Starget website or via any other means of communication. As indicated in the definition of Credits, such changes will not apply retrospectively to Credits already purchased.
14.3 Payment is due upfront and may be made by credit card or BACS. A pro-forma invoice may also be issued for upfront payment. Starget may not start work on your vacancy until payment has been received.
14.4 Any discounted or specially negotiated Terms shall only prevail if payment is received upfront. If payment has not been received upfront, standard Terms shall exist.
14.5 In the event of any debt claim brought by us for any outstanding payments due, any outstanding amount owed will be subject to the interest rate set out in the Commercial Debts (Late Payment of Interest) Act 1998.
14.6 All Fees are exclusive of Value Added Tax (VAT) or other applicable sales tax. VAT will be charged at the applicable rate.
15.1 We may terminate this agreement at our sole discretion if:
(a) after providing written notice to the Client of breach of these Terms, such breaches are not rectified within 5 working days by the Client;
(b) the Client fails to pay Starget on the due date any sums that may be due;
( c) the Client is using the Service for any improper use, creating a service or product competing with Starget, exceeding reasonable requests, or is acting in such a way as to damage, or with the intention of damaging, the reputation of Starget.
16.1 Starget’s maximum aggregate liability to the Client for any Loss arising out of or in connection with this agreement or the Services performed by Starget shall not exceed eight thousand pounds (£8,000).
16.2 In no event shall we be liable for any indirect Loss, regardless of whether such Losses are foreseeable and whether or not caused by our negligence arising out of or in connection with the use of the Service.
16.3 Starget is not liable for any:
16.3.1 loss of revenue or profit;
16.3.2 loss of opportunity;
16.3.3 loss of reputation;
16.3.4 loss or corruption of data; or
16.3.5 loss arising out of User Content, in each case whether direct or indirect.
16.4 Nothing in these Terms shall have effect so as to limit our liability for loss or damage arising out of personal injury or death or acts of fraud (including fraudulent misrepresentation). Starget is not acting as agent for the Client.
17.1 These Terms contains the entire and only agreement between the parties and supersedes all previous agreements between the parties respecting the subject matter of this agreement. No terms shall be implied into these Terms by operation of law (including statue or statutory regulation) or otherwise.
17.2 Each party acknowledges and agrees that in entering into this agreement it has not relied on, and shall have no remedy in respect of, any statement, representation, undertaking or warranty, whether oral or in writing, save as are expressly set out in this agreement.
17.3 Each party acknowledges and agrees that the only remedy available to it for breach of this agreement shall be for breach of contract under the terms of this agreement.
17.4 No changes can be made to these Terms or to the contract between Starget and the Client without written consent by a director of Starget.
17.5 For the purpose of the Contracts (Rights of Third Parties) Act 1999, this agreement does not and is not intended to give any rights, or any right to enforce any of its provisions, to any person who is not a party to it.
17.6 Nothing in these Terms shall be construed to make Starget or the Client partners, joint ventures, principals, agents, or employees of the other.
18.1 The laws of England and Wales govern this agreement and all non contractual obligations arising out of it. The parties submit to the exclusive jurisdiction of the English Courts.