WhatJobs Publisher Program Terms and Conditions
Terms of Service for Publishers wishing to join the WhatJobs Publisher Program
Effective from: 18 March 2020
Our Company: WhatJobs – London, England
The following document is an agreement between you (the Publisher) and WhatJobs (https://uk.whatjobs.com) that sets out the terms and conditions relating to your involvement in the WhatJobs Publisher Program (APP).
1. Terminology and Definitions
2. Being a Publisher
- The Publisher will collaborate with WhatJobs in order to increase traffic and visits to Ads on the WhatJobs website.
- The Publisher will sign up to APP whereupon WhatJobs will provide access to the Dashboard.
- The Publisher will provide the following information on the Dashboard:
- Publisher’s company name
- Publisher’s website URL
- Publisher’s contact name
- Publisher’s telephone number
- Publisher’s full invoicing address
- Publisher’s payment details, e.g. bank account, PayPal, etc.
- The Publisher has total responsibility to maintain the above information and any other relevant information requested by WhatJobs.
- Incorrect information provided by the Publisher may prevent payment (see section 4 – Payment to Publisher).
- The Publisher may access “Account Settings” on the Dashboard to add and edit this information to ensure accuracy throughout the course of this Agreement.
- The Publisher will ensure that any and all information provided by the Publisher to WhatJobs is truthful, factual, complete, correct and up-to-date.
- The Publisher will ensure that each website registered by the Publisher for participation in the WhatJobs Publisher Program is owned directly or indirectly by the Publisher and that the Publisher owns directly or indirectly every Property of the website(s) and domain(s) of the website(s) on the Publisher’s platform.
- With the Publisher’s ownership of the complete platform as defined in 2.5. the Publisher will make available Space on the Publisher’s platform with the objective of using, hosting, displaying, registering, copying, modifying, reformatting, reproducing, publishing, exhibiting, transmitting and distributing Ads by WhatJobs.
- The Publisher will continually provide Space on the Publisher’s web platform where Ads will be easily seen by Valid Users.
- WhatJobs? reserves the right to feature a Publisher as part of its Publisher Portfolio.
3. Publisher Website Content
- The Publisher will provide Space on their Website(s) which is easily accessible by Valid Users.
- The Publisher and WhatJobs will commit to let the Advertisers increase the number of Valid Users who will visit Ads.
- The Publisher will receive a share of the revenue that is paid to WhatJobs by Advertisers, calculated by WhatJobs on the basis of Valid Clicks and Impressions (see section 4 – Payment to Publisher).
- WhatJobs has absolute and final authority as to whether it accepts a Publisher to participate in the WhatJobs Publisher Program, or any part thereof.
- The Publisher must be at least eighteen (18) years old to ensure compliance with work restrictions in the law of England and Wales.
- The Publisher must ensure that all information submitted to WhatJobs is accurate and complete.
- The Publisher will be refused participation in the WhatJobs Publisher Program if WhatJobs considers the Publisher’s website(s) to contain any of the following Content:
- Depiction or promotion of pornography, drugs, violence or any illicit, illegal or unethical content.
- Material which may be considered to violate or infringe, or induce to violate or infringe, the rights of individuals in relation to personal data and privacy
- Material which may be considered to violate or infringe, or induce to violate or infringe, the rights and protections of minors.
- Material which may be considered to violate or infringe, or induce to violate or infringe, Advertiser’s codes of conduct or advertising industry codes of conduct.
- Material that may be considered to infringe rights pertaining to the Industrial or Intellectual Property of WhatJobs or any third party.
- Incentivised advertising platforms such as PTC, PTR, Prize Draws, etc.
- Techniques such as cookie-stuffing, adwares, typosquatting, multi-level programs, etc.
- Unfinished websites or sites still under construction.
- Parked domains.
- Material that may be considered harmful, abusive, obscene, harassing or defamatory.
- Material that may have the potential to bring into disrepute WhatJobs or its Advertisers.
- The Content described in section 3.5. will be reviewed primarily in accordance with the law of England and Wales, but also in accordance with relevant laws, regulations and codes of conduct in the areas, jurisdictions and countries where the Ads will be displayed.
- WhatJobs will determine whether Content displayed on the Publisher’s website(s) is appropriate for the WhatJobs Publisher Program.
- The Publisher will ensure that Ads will not be posted on the following pages or sites:
- Pages where user preferences may be changed
- Pages which may initiate downloads or distribute viruses
- Pages or sites with primarily dynamic content (e.g. live chat, instant messaging, comments with automatic updating, etc.)
- The Publisher will not use WhatJobs Ads through software applications including toolbars, browser extensions and desktop PC applications.
- The Publisher will only enter WhatJobs code on web pages for desktop and mobile devices.
- The Publisher may use code to open WhatJobs Ads in a new window.
- The Publisher may not alter the result of clicked on Ads.
- The Publisher may not post WhatJobs Ads into windows that are not opened by Valid clicks by a Valid User.
- The Publisher may not post WhatJobs Ads in windows without navigation controls, including back and forward buttons, and editable URL fields, etc.
- The Publisher shall ensure that WhatJobs Ad code is not used on pages where navigational elements have been removed.
- The Publisher may not post WhatJobs Ads on sites or pages that contain more than three pop-up windows.
- If a Publisher’s website uses pop-up windows, the pop-ups must not interfere with site navigation, change user preferences, initiate downloads or distribute viruses.
- A Publisher who is using WhatJobs content may not use this content to activate pop-ups, change browser settings, redirect users to unwanted sites or interfere with normal site navigation.
- The Publisher must ensure that alternative ad networks and third party publishers may not make use of any mentioned method to drive traffic to pages containing WhatJobs Ads.
- WhatJobs has the right to vet prospective Publisher websites before commencement of the Agreement and may carry out random checks throughout the duration of the Agreement to ensure compliance with this Agreement.
- WhatJobs will ensure that Ads shown in its platform to be displayed on Publisher website(s) have been published by Advertiser(s) with Content related to job search and/or career related activities
- WhatJobs’s purpose for publishing Ads on Publisher website(s) is exclusively to increase traffic to Ads published by Advertisers.
- The Publisher will allow any methods necessary for the storage and management of cookies or other tracking devices required by the WhatJobs Publisher Program.
- Any methods used by the Publisher to block or otherwise tamper with or manipulate WhatJobs’s tracking devices may affect payments to the Publisher and will constitute a breach of this Agreement.
- The Publisher acknowledges that a Session will not be tracked by WhatJobs’s tracking devices if the device or computer used by an otherwise Valid User has disabled the tracking of cookies or other tracking devices.
5. Payment to Publisher
- The Publisher will be paid a commission payment from WhatJobs based on Valid Clicks from the Publisher’s website to the Ad.
- The number of Valid Clicks submitted to the Publisher’s website(s) from Valid Users will be determined solely by WhatJobs.
- The payment per Valid Click is variable and dependent on payment received by WhatJobs from its Advertiser(s).
- All payments WhatJobs will make to Publishers participating in the WhatJobs Publisher Program will be determined solely by WhatJobs using an algorithm developed and managed by WhatJobs.
- Publishers shall not receive remuneration for transactions carried out by any third party acting on behalf of the registered Publisher.
- WhatJobs will identify the commission payment to the Publisher by tracking Valid Clicks made by Valid Users on Qualifying Links.
- WhatJobs will not pay for Impressions where Valid Clicks have not been recognised by WhatJobs.
- Publishers shall not receive remuneration for any clicks deemed to be artificial or fraudulent.
- Artificial or fraudulent clicks may include:
- Any method which artificially increases the activity on the Publisher website(s), WhatJobs’s website or the website maintained by the Advertiser.
- Clicks generated by the Publisher or by any third party directly or indirectly affiliated with the Publisher.
- Any procedure that forces an otherwise Valid User to click on an ad or link to access website Content.
- Any procedure that encourages an otherwise Valid User to artificially click on ads or links.
- Any action, method or procedure that could be considered spam.
- Any other action, method, procedure or technique that generates impressions or clicks automatically or fraudulently according to industry best practice or by WhatJobs itself.
- In the event that the Publisher is deemed to be using artificial or fraudulent methods as specified in section 4.5.1. WhatJobs reserves the right to terminate this Agreement with immediate effect and reclaim any monies already paid to the Publisher for clicks that may have been artificially or fraudulently created.
- Artificial or fraudulent clicks may include:
- WhatJobs will use its own algorithm in order to ascertain the number of Valid Clicks from Publisher websites for payment to the Publisher.
- No dashboard reporting, third party tracking or any other method of click counting shall be considered by WhatJobs to ascertain Valid Clicks or remuneration.
- WhatJobs shall pay the Publisher within thirty days of the last day of each calendar month with the following condition(s):
- No fraudulent or artificial methods have been detected.
- The amount owing to the Publisher is at least fifty Great Britain Pounds (GBP)(£50)
- If the amount owing to the Publisher is less than fifty GBP the balance will carry over to the next calendar month until such time as the balance is at least £50 GBP.
- When the balance reaches £50 GBP the balance will be paid in the following calendar month.
- The Publisher is solely responsible for providing and maintaining accurate and valid contact and payment information associated with their Publisher account.
- If incorrect contact and payment information has been provided by the Publisher, WhatJobs has no responsibility for timely payments.
- The amounts paid to the Publisher are dependent on the amounts received by WhatJobs from its Advertiser(s).
- WhatJobs is under no obligation to pay the Publisher if remuneration is not received from the relevant Advertiser(s) until such at time as payment has been recovered from the Advertiser(s).
- WhatJobs may withhold any payments to the Publisher if the Publisher is suspected of breaching this Agreement.
- If the Publisher is found to be in breach of this Agreement, all payments shall be withheld and WhatJobs shall have no further liability financial or otherwise to the Publisher.
- WhatJobs has no liability nor responsibility for the payment of any tax, bank or currency commissions on the behalf of the Publisher.
- Payment shall always be made in GBP.
- The Publisher assumes complete and total responsibility for the payment of any tax, bank or currency commissions that are the responsibility of the Publisher arising from the Publisher’s participation in the WhatJobs Publisher Program.
- All Publishers are subject to our Publisher Program Policy.
6. Varying this Agreement
- This Agreement may not be varied by the Publisher, except in writing, in a separate document specifically referencing the terms to be varied and with the signed agreement of representatives from both WhatJobs and the Publisher.
- Telephone, VOIP calls, chats or email exchanges shall not amend this Agreement.
- Any variances made by the Publisher must be sent in writing to WhatJobs’s business address and will not constitute part of this Agreement until the return of signed agreement by an WhatJobs representative.
- WhatJobs reserves the right to update this Agreement at any time according to business and industry needs.
- In the event that the Agreement is updated, the new terms will be updated on the WhatJobs website and sent by email to registered Publishers
- New Agreement(s) updated by WhatJobs will supersede any previous Agreements on the date published.
7. Level of Service
- The Publisher acknowledges that WhatJobs does not guarantee the number of Impressions, and Valid Clicks on an Ad from the Publisher’s Website(s) to WhatJobs.
- In consequence to 6.1. WhatJobs does not guarantee a minimum payment.
- WhatJobs’s level of service and payment to the Publisher is entirely dependent on:
- Ads received by WhatJobs from the Advertiser and published by the Publisher on Publisher Property;
- Payment received by WhatJobs from the Advertiser; and
- The number of Valid Clicks detected by WhatJobs’s algorithm from the Publisher to WhatJobs Ads.
- The Publisher undertakes to indemnify and keep indemnified WhatJobs with respect to any liabilities, losses, damage or expenses (including reasonable expenses) whatsoever arising or incurred by WhatJobs as a result of any breach by the Publisher of the Publisher’s obligations hereunder or arising out of any use by the Publisher of the Data or the Materials (except to the extent arising as a direct result of any breach of WhatJobs’s obligations under this Agreement).
- Subject to Paragraph 8, WhatJobs warrants that any services provided by WhatJobs to the Publisher will be undertaken in a good and workmanlike manner.
9. Limitation of Liability
- WhatJobs is not responsible for the solvency and/or payments made by Advertisers which may affect payments made by WhatJobs to the Publisher.
- Notwithstanding anything contained in this Agreement, except in respect of death or personal injury caused by WhatJobs’s negligence, WhatJobs will not be liable for any consequential, economic, or indirect loss or any loss of profits, loss of revenue, loss of contracts or loss of anticipated savings arising in any way in connection with the supply or non-supply of the Data or Materials to the Publisher.
- In the event that WhatJobs gains knowledge, in any shape or form, directly or indirectly, that the Publisher is using the services provided by WhatJobs to infringe on applicable laws and/or with fraudulent, illicit or unauthorised intentions, WhatJobs may adopt any measure it considers necessary to prevent the continuation of any illegal, fraudulent or unauthorised actions.
- In reference to Clause 8.3. actions taken by WhatJobs may include:
- Immediate suspension of this Agreement without notice or communication from WhatJobs to the Publisher
- Consultation with appropriate administrative or judicial authorities in the relevant locations or jurisdictions without notice or communication from WhatJobs to the Publisher
- Immediate termination of this Agreement without notice or communication from WhatJobs to the Publisher and with total indemnity for WhatJobs in regards to this Agreement and any other between the Publisher and WhatJobs.
- In reference to Clause 8.3. actions taken by WhatJobs may include:
- WhatJobs is not responsible for late, erroneous or defective provision of Ads to the Publisher, including:
- Interruption and/or error and/or cessation and/or defective provision of services included in this Agreement as a consequence of Internet maintenance operations in any location.
- Interruption and/or error and/or cessation and/or defective provision of services included in this Agreement as a consequence of faults in electrical supply in any location.
- Reduction in the quality of provision of services included in this Agreement due to any reasons not directly attributable to WhatJobs.
- Administrative or judicial decisions or changes to legislation, regulations or codes of practice.
- Reduction in the quality of provision of services included in this Agreement as a result of human error by representatives of WhatJobs, the Publisher or any third party.
- The Publisher shall not seek to make claims, financial, legal or otherwise, against WhatJobs for reduction in service provision, clicks that have been identified by any source other than WhatJobs’s algorithm, or loss/reduction of predicted profits.
- The Publisher has full and direct responsibility to ensure any and all necessary diligence and security measures including to obtain its own up-to-date, periodically updated backups of all relevant and/or sensitive information that the Publisher manages or archives.
- Any loss of information or potential earnings or other harms or damages suffered by WhatJobs as a consequence of the Publisher not fulfilling its responsibilities identified in Clause 8.6 will be the responsibility of the Publisher and may be subject to claims for compensation.
- WhatJobs will be responsible for harms and/or damages directly, solely and exclusively as a result of actions taken by WhatJobs alone that have not been excluded by this Agreement.
- Claims made against WhatJobs by the Publisher are limited in all cases to:
- An amount commensurate to the damages incurred;
- Which does not exceed the amount paid to the Publisher in the month immediately prior to the date the damages were incurred.
- All Confidential Information given by either Party to the other or otherwise obtained shall be treated by the other Party, its employees and sub-contractors 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.
- With the exception of Clause 9.3. 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 under this Agreement 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 Company 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 the performance of this Agreement and not for its own benefit or the benefit of any third party.
- The Publisher will provide any necessary security, organisational, digital or physical measures necessary to ensure that only the Publisher’s authorised personnel may access the WhatJobs Publisher Program.
- The Publisher is obliged to safeguard all of the property rights and Confidential Information relating to WhatJobs, of any kind, in any format or medium and to guarantee the integrity and confidentiality of all information.
- The obligation of confidentiality will be indefinite and continue even after the termination of this Agreement.
- WhatJobs will have the right to claim the totality of harms and damages that may occur due to a breach of confidentiality on the part of the Publisher, or any party affiliated with the Publisher, from the Publisher.
- The Publisher will commit to ensuring all parties affiliated with the Publisher, including workers, employees, contractors, sub-contractors, etc. are aware of and comply with the terms of confidentiality within this Agreement.
- This Agreement has an indefinite duration, with the exception of updates to this Agreement as identified in Clause 6.2.
- With the exception of events identified in Clause 9.3, wherein WhatJobs may terminate without prior communication, either Party may terminate this Agreement by communicating intention to quit with advance notice of seven days, either:
- By email; or
- By letter sent by recorded delivery.
- The termination date of the contract will be the date that notice was given by WhatJobs or the date that notice was received by WhatJobs plus seven calendar days.
- All rights and obligations that exist between the Parties, including any final payments, will be settled within thirty days of the last day of the month in which the termination date was agreed.
12. Force Majeure
Neither party shall be liable for any losses arising out of the delay or interruption of its performance of obligations under the Agreement due to any act of God, act of governmental authority, act of public enemy, war, riot, flood, civil commotion, insurrection, severe weather conditions, or any other cause beyond the reasonable control of the party delayed.
- Notifications from WhatJobs regarding the WhatJobs Publisher Program will be sent to the email address provided by the Publisher at the time of signing-up.
- It is the responsibility of the Publisher to ensure that WhatJobs are aware of any changes to the Publisher’s email address.
- Notifications from the Publisher to WhatJobs regarding this Agreement may be sent:
- By email; or
- By letter sent by recorded delivery to WhatJobs’s registered address.
14. Third Party Rights
- The Publisher may not delegate or transmit, directly or indirectly, the rights and/or obligations within this Agreement to any other party without explicit and prior written consent from WhatJobs.
- This Agreement cannot, under any circumstances, create or bestow rights and/or profits to any third party.
15. Non-compliance and Independence
- If either Party does not comply with the obligations, commitments, dispositions, terms, conditions, clauses or pacts detailed within this Agreement, the harmed Party may:
- Inform the non-complying Party that compliance is required within fourteen days; or
- Terminate the present Agreement following the terms set out in Clause 11.2.
- Unless the harmed Party has detailed the suspected non-compliance and allowed opportunity for rectification and without affecting other provisions contained in this Agreement, the harmed Party may not request compensation for any harms and/or damages that suspected non-compliance may have occasioned.
- Each Party is directly responsible for complying with all obligations contained within this Agreement.
- This Agreement does not constitute any association, alliance, partnership or working relationship beyond the scope of this Agreement; each Party is, and remains, an independent entity.
16. Law and Jurisdiction
- This Agreement is governed by and shall be construed in accordance with the laws of England without regards to its provisions on conflict of law.
- The Parties unconditionally submit to the exclusive jurisdictions of the courts of England and Wales.