Master Subscription Agreement
Last Updated : July 27, 2019
This Master Subscription Agreement contains the terms and conditions upon which Recooty Tech Private Limited. (“Recooty” or “we” or “us” or “our”), having our principal place of business at Jabalpur, INDIA, provide our subscribers with access to and use of (i) our Site – www.recooty.com, (ii) our on-demand Recruitment Platform, tools and services accessible via our Site (the “Platform”), (iii) our mobile applications and (iv) configuration, setup and training services, collectively called the “Services”.
This Agreement constitutes a legally binding contract on You (being a person or legal entity identified as the subscriber of an account with Recooty) and governs the use of and access to the Services by You, Agents, and End-users whether in connection with a Trial, Free or Paid subscription. Please read this Agreement carefully as it contains important information about your legal rights, remedies, and obligations.
By accepting this Agreement, either by signing up for a Recooty account or accessing and using any of the Services or permitting any Agent or End-user to access or use a Service, You agree to be bound by this Agreement. If you are signing up as a company, organization or any other legal entity (“Entity”), you are agreeing to this agreement for that Entity and representing to Recooty that you have the authority to enter into this Agreement and bind such entity and its affiliates to this Agreement. If you do not agree to this Agreement, then you may not access or use any of the Services.
Any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to this Agreement.
1. General Terms
Recooty allows access and use of a single Recooty account by multiple hiring managers and personnel from a single organization and allows You to generate separate login credentials for each of such hiring managers or recruiters. You shall ensure that Your Recooty account is used by hiring managers, recruiters or other personnel only from Your organization or authorized by your organization to access such account.
You are responsible for keeping secure Your login credentials i.e the login account and password. We shall not be liable for any loss or damage of such login credentials resulting from Your failure to comply with this security obligation. You hereby agree to report to us immediately in case of any actual or suspected theft, loss, or unauthorized use of Your account or password.
You are responsible for any and all information that You, your authorized persons, agents or Candidates upload to Recooty in the ordinary course of using the Platform, hereafter known as “Your Data”. You are also responsible for all the activity that occurs through or within Your Recooty account. Any abusive, fraudulent or unauthorized use of the Services will warrant termination of Your right to access and use the Services. You are fully liable for any fraudulent, abusive or illegal activity or data storage that occurs through Your account.
You shall not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password and account information from any other user. Recooty reserves the right to post advertisements on the platform. If You are using a free account You are not permitted to block ads.
You shall not maintain more than one Free Recooty account for your organization/business entity. Every organization is permitted to use and maintain only a single Free Recooty account.
You shall not use our Services for any unauthorized, illegal or fraudulent purpose nor shall You violate any laws application to Your jurisdiction. You shall not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with Recooty. You shall not resell the Service to any third party as a private label or with the inclusion of a mark-up fee without our expressed written consent.
2. Provision of the Services by Recooty
We will use reasonable efforts to ensure that our Services are available at all times. However, there will be occasions when the Service may be interrupted for maintenance, upgrades and emergency repairs or due to a failure of telecommunications links and equipment. You agree that Recooty will not be liable to You or any other party for any loss caused in the event of such interruptions.
We may change the form and nature of our Services from time to time at our sole discretion and without prior notice to You. We make no warranty concerning the quality or availability of our Services.
You may stop using our Services at any time without notice and in such event, You will forfeit your subscription fee paid. We are entitled to terminate the Services at any time and at our sole discretion, upon providing one-month notice to You, during which time You may request and obtain a copy of Your Data currently stored within Recooty over the course of use of our Services.
3. Recooty and Your Data
You are the owner of Your Data. You shall retain all right, title and interest in and to all of Your Data. We shall not access Your Data except to respond to service or technical problems, or at Your request.
You are solely responsible for all activities that occur in Your Recooty account and for compliance with this Agreement. You shall comply with all laws whether the local, national or foreign law, treaty, regulation or convention applicable to You in connection with the use of the Services, related to privacy, publicity, data protection, electronic communications and anti-spamming laws. You are responsible for the collection, legality, security and use of Your Data that is stored on the system or used in connection with Recooty. Recooty will not be responsible for any loss or disclosure of Your Data (or any damages related thereto) resulting from You or Your Candidates’ (persons who have applied for a Your job openings) failure to adequately secure their user identification and passwords.
4. Fair Usage
The Platform may only be used for the purposes of recruiting individuals for real jobs in real organizations. You shall not use the Services to advertise fake employment; collect resumes and applicant data for any purpose other than hiring for actual job openings; promote products and services, self-employment, work-from-home opportunities, or commissions-only positions; nor for any other use inconsistent with any applicable law, regulation or generally accepted recruiting practices or guidelines. You understand that access to Your account may be restricted should You be found to be in violation of any of this Agreement.
Recooty retains the right to create limits on use and storage concerning the Service in its sole discretion at any time with or without notice to You. Recooty does not currently place a limit on data storage or usage but may do so in the future at its sole discretion. You shall not seek to store more data on the Platform than is reasonably required for regular recruiting efforts.
You agree not to attempt to access any of the Services by any means other than through the interface that is provided by Recooty nor to engage in any activity that interferes with or disrupts the Services or infringes on Recooty and its third party vendors’ brand or intellectual property.
5. Add-on Services
Recooty is pre-integrated with some third-party add-on services, which may be provided by third-party vendors. When You purchase such a service through the Platform, the terms, and conditions of those vendors apply to You. Hence You are urged to review such terms and conditions before purchasing or otherwise accessing any such add-on services. Recooty cannot and does not take any responsibility for, nor makes any warrant on behalf of, such add-on services.
6. Data Privacy
7. Fees and Payment
The Billing cycle starts from the time You make the first payment to Recooty. Billing Cycle may be monthly, half yearly or annual depending on your selection.
You are liable to pay the fee for a subscription (“Subscription Fee”) based on the subscription plan you opt for and thereby are entitled to receive Services included in the said plan. You will not be entitled to receive any Service features which do not form part of the Subscription Plan (the plan that You opt for when subscribing to Recooty).
In case You have opted for a Paid Subscription Plan (all subscription plans except the Trial & Free plan), all payments can be made only by Credit Card & Debit Card. A valid credit card/Debit Card that You have the right to use is required for any Paid Subscription unless another form of payment was agreed upon in writing between the parties.
Your subscription is set at auto-renew at the end of the Your Billing Cycle. At the time of automatic renewal, the subscription fee will be charged to the Credit Card last used by You.
Recooty may modify the Subscription Fee by giving a prior notice of thirty (30) days. In the event of an upgrade, the Subscription Fee applicable to the new plan will take effect immediately and be prorated for the rest of the Billing Cycle. Unless otherwise agreed by the parties, Paid Subscriptions will be billed in advance on a monthly, six monthly or annual basis, starting on the first payment.
Any overdue payment shall accrue interest at the maximum rate permitted by law on the outstanding balance per month from the date on which such amount becomes due until the date paid. In case Your payment is overdue, Recooty reserves the right to suspend your access to the account and downgrade the plan to a Free Plan until the payment is made.
You are responsible for payment of all taxes or duties payable with respect to purchases made under this Agreement. In case Recooty pays any taxes or duties on your behalf, You agree to reimburse Recooty for any such payment.
In case Recooty requires to incur any additional costs or expenses in providing You any services or support per this Agreement, Recooty agrees to obtain Your prior approval.
8. Terms of Usage and Opting Out
This Agreement commences on and shall continue until the expiration of Subscription Period. Subscription Period means the period beginning on the date of User’s registration until:
- In case of a Free Subscription Plan, till the time on which You opt to delete your Recooty account.
- In case of a Paid Subscription Plan, until the date on which the Billing Cycle ends, on cancellation of your Paid Subscription Plan.
By default, Your subscription to our subscription plans is auto-renewed to provide uninterrupted services. Your Recooty subscription will be billed automatically if auto-renew feature. In case You wish to cancel the Paid Subscription Plan, you must contact the Recooty support team at [email protected] at least seven days before the renewal date. You will then have access to your Recooty account under the Paid Subscription until the end of its Billing Cycle. After which, You will be downgraded to the Free plan. Recooty does not offer pro-rated refunds for unused remaining time for a Paid Subscription Plan.
On expiry of the Subscription Period (in case of Paid Subscription Plans), You will be downgraded to the Free Subscription Plan.
In case of non-payment of the Subscription Fee at the end of the Billing Cycle, You will be downgraded to the Free Subscription Plan.
In case You wish to delete your Recooty account, You can contact [email protected] Please note that once You delete your Recooty account, it cannot be revived and all the Your Data will be permanently removed from our servers.
This Agreement may be terminated by either party for cause:
- upon thirty (30) days written notice of a material breach to the other party if such breach remains uncured at the expiration of such period;
- if either party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors;
- immediately in the event of a material breach of this Agreement.
The provisions regarding Content Confidentiality and Intellectual Property shall survive any termination or expiration of this Agreement.
9. Content Confidentiality
All “Confidential Information” i.e., all confidential information disclosed by you to Recooty that is designated in writing as confidential as well as all Your Data, and Your Personal Data shall not be used or disclosed for any purpose outside the scope of this Agreement, except when required by the process of law or with your prior written permission. Confidential Information shall not include information which:
- is known publicly;
- is generally known in the industry before disclosure;
- has become known publicly, without fault of the Recooty, after disclosure by you; or
- has been otherwise lawfully known or received by Recooty.
Except as otherwise expressly permitted under this Services Agreement, Recooty agrees to keep confidential all information entrusted to it by You and to protect it at all times by exercising a reasonable degree of care.
Recooty may disclose Information to its employees, consultants, agents or advisors who have a strict need to know such Confidential Information solely for the purpose of performing Recooty’s obligations under this Agreement and only to those who are obligated to maintain the confidentiality of such Confidential Information upon terms at least as protective as those contained in this Agreement. You may disclose Recooty’s Confidential Information to your employees, consultants, agents or advisors who have a strict need to know such Confidential Information and are obligated to maintain the confidentiality of such Confidential Information upon terms at least as protective as those contained in this Agreement.
If in case Recooty is required by law, or upon receiving process from a court of law, to disclose Confidential Information, it will be bound to disclose such information.
10. Intellectual Property
“Intellectual Property” shall mean any current or future worldwide rights under any patent, copyright, trademark, or trade secret; any moral rights or any similar rights. All intellectual property rights relating to the Platform, its content, materials including, but not limited to text, data, information, graphics, logos, tools, photographs, images, illustrations, audio, video and animations are intellectual property owned by Recooty and/or third parties and are protected by the India and international copyright laws. All trademarks, service marks, and trade names are proprietary to Recooty Tech Private Limited and/or third parties.
Recooty is protected by copyright pursuant to India copyright laws, international conventions, and other copyright laws. Except as explicitly permitted in this Agreement, You may not copy, modify, publish, transmit, upload, participate in the transfer or sale of, reproduce, create derivative works based on, distribute, or in any way exploit any of the Site content, software, materials relating to the Service in whole or in part.
You shall abide by all copyright notices, information, and restrictions contained in any content accessed through the Platform. All the rights of intellectual property to trademarks, trade names, Your data including but not limited to the information from your Candidates (obtained through online forms, which contain additional information such as resumes, letters, answers to questions and additional personal information / work history), and all information in connection with and entered or generated by You by using the Platform are and will remain Your property. You hereby grant to Recooty a limited, non-exclusive and non transferable (except in connection with the sale or transfer of its business) license to access, use, copy, reproduce, process, adapt, publish, transmit and display the Your Data for the limited purpose of (i) providing the Service and associated customer support to you; (ii) displaying Your data to the Candidates; and (iii) analyzing and improving the Service.
Recooty may include your name in a list of Recooty’s Customers online and in print and electronic marketing materials.
Nothing in this Agreement gives You any right, title or interest in or to the Platform or any Recooty Intellectual Property.
11. Warranties and Disclaimers
RECOOTY PLATFORM AND ITS CONTENTS, WHETHER PROVIDED BY RECOOTY, ITS LICENSORS, ITS VENDORS OR ITS USERS, AND OTHER INFORMATION ON OR ACCESSIBLE FROM THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES, REPRESENTATIONS, CONDITIONS OR GUARANTEES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. SPECIFICALLY, BUT WITHOUT LIMITATION, RECOOTY DOES NOT WARRANT THAT:
(i) THE INFORMATION AVAILABLE ON THE SERVICES IS FREE OF ERRORS;
(ii) THE FUNCTIONS OR FEATURES (INCLUDING BUT NOT LIMITED TO MECHANISMS FOR THE DOWNLOADING AND UPLOADING OF CONTENT) WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS;
(iii) DEFECTS WILL BE CORRECTED, OR
(iv) THE SERVICES OR THE SERVER(S) THAT MAKE THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
IN NO EVENT SHALL RECOOTY OR ITS AFFILIATES, LICENSORS, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, ANY MATERIALS, INFORMATION, OR RECOMMENDATIONS APPEARING ON THE SERVICES, OR ANY LINK PROVIDED ON THE SERVICES, WHETHER OR NOT RECOOTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. THIS EXCLUSION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT OR SERVICE TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT OR SERVICE, $100. RECOOTY DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SERVICES, AND RECOOTY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. RECOOTY WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.
In no event will Recooty have any obligations or liability under this section arising from: (i) use of the Service in a modified form or in combination with materials not furnished by Recooty; or (ii) any content, information, or data provided by Candidates, or other third parties. THIS INDEMNITY IS SUBSCRIBER’S ONLY REMEDY UNDER THIS SUBSCRIBER AGREEMENT FOR ANY VIOLATION BY RECOOTY OF ANY THIRD PARTY’S INTELLECTUAL PROPERTY RIGHTS.
13. Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT RECOOTY AND AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND MEMBERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, HOWEVER, CAUSED INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR OTHER INTANGIBLE LOSSES (EVEN IF RECOOTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOST PROFITS OR REVENUE.), RESULTING FROM:
- THE USE OR THE INABILITY TO USE THE SERVICE;
- THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE;
- STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE,
- FOR ANY AMOUNTS THAT EXCEED THE FEES PAID BY YOU TO RECOOTY UNDER THIS AGREEMENT DURING THE SIX (6) MONTH PERIOD PRIOR TO THE OCCURRENCE GIVING RISE TO YOUR CLAIM OR CAUSE OF ACTION AGAINST RECOOTY.
UNDER NO CIRCUMSTANCES WILL RECOOTY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR CUSTOMER’S ACCOUNT OR THE INFORMATION CONTAINED THEREIN BY ANY THIRD PARTY.
THE LIMITATIONS OF LIABILITY HEREIN SHALL NOT APPLY TO ANY INDEMNIFICATION PROVIDED BY YOU OR RECOOTY HEREUNDER. THE LIMITATIONS SPECIFIED IN THIS SECTION WILL SURVIVE TERMINATION OR EXPIRATION OF THIS AGREEMENT AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT ARE FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. THIS LIMITATION OF LIABILITY WILL NOT APPLY IN CASE OF GROSS NEGLIGENCE OR WILFUL MISCONDUCT.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATION OF LIABILITY IN CERTAIN INSTANCES, PORTIONS OF THE ABOVE RESTRICTION OUTLINED IN THIS SECTION MAY NOT APPLY TO YOU.
NO ACTION AGAINST EITHER PARTY ARISING OUT OF THIS AGREEMENT MAY BE BROUGHT BY THE OTHER PARTY MORE THAN SIX (06) MONTHS AFTER THE CAUSE OF ACTION HAS ARISEN.
THESE LIMITATIONS OF LIABILITY SHALL APPLY REGARDLESS OF WHETHER A PARTY KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. EXCEPT IN CONNECTION WITH ITS INDEMNIFICATION OBLIGATIONS HEREUNDER, IN NO EVENT SHALL RECOOTY BE LIABLE TO CUSTOMER FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT PAID BY CUSTOMER TO RECOOTY HEREUNDER DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY.
Neither party will be required to comply with any obligation under this Agreement if such compliance is impeded by any event of force majeure as hereinafter defined. Events of force majeure shall mean an event which is beyond the control of the affected party and which such party could not anticipate or mitigate by means of insurance, contingency planning or any other prudent means. Notwithstanding the preceding, if either party is affected by an event of force majeure it shall take all reasonable steps to minimize the impact of the force majeure event on the other party and to reduce the period of the effect of the force majeure event to the minimum.
14. Governing Law and Dispute Resolution
This Agreement will be governed by and construed in accordance with Indian law.
In the event of a dispute relating to this Agreement, you shall first submit such dispute for discussion and resolution to Recooty in order to come to a mutually agreeable solution. Disputes arising in connection with these Terms (including non-contractual disputes) shall be subject to the exclusive jurisdiction of the courts of Jabalpur, Madhya Pradesh (India). All dealings, correspondence and contacts between us shall be made or conducted in the English language.
If any provision in this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.
16. Entire Agreement
This Agreement and the Policies displayed on the Platform constitute entire agreement between you and Recooty. No other agreements, representations or warranties have been made to you with respect to the subject matter of this Agreement, except as referenced herein.
17. Notices and Communications
You agree to receive electronically all communications, agreements, documents, notices, and disclosures that we provide in connection with the Service (“Communications”). We may provide Communications in a variety of ways, including by e-mail, text, in-app notifications, or by posting them on the Recooty website or through the Platform. You agree that all Communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Notices to Recooty shall be addressed to the following email : [email protected]
Recooty may amend or modify this Agreement from time to time in its sole and reasonable discretion. We will post any such changes on our website at least 15 days prior to the effective date provided that no such modification shall include a reduction in your rights or Recooty’s obligations. By continuing to access or use the Platform after the posted effective date of modifications to this Agreement that do not include a reduction in your rights or Recooty’s obligations hereunder, you agree to be bound by such modifications.