Terms and Conditions
This document sets out the Terms and Conditions ("Terms") on which Perception Group Inc, located at 303 Perimeter Center North, Suite 300, Atlanta GA 30346, ("Perception") provides customers with access to certain recruitment management services through the www.WhoHire.com website ("Website").
Please read these Terms carefully before using the Website and the Services. By clicking on "I accept" on behalf of a nominated company or organization (the "Customer"), you agree that the company or organization will be bound by these terms as a customer. You warrant and represent that you have full capacity and authority to enter these Terms on behalf of the Customer company or organization.
If you do not accept these Terms, you will not be able to use the Website and the Services. We advise you to print and retain a copy of these Terms for future reference. These Terms may be subject to change from time to time, so we recommend that you refer to them periodically and before making use of the Website and Services.
1. The Website & the Services
The Website is owned and managed by:
Perception Group Inc
303 Perimeter Center North, Suite 300
Atlanta GA 30346
In consideration for the payment of the Fees, Perception shall provide the Customer with the Services as described on the Website. These Services include the following:
1.1. The ability to browse, screen, track, and collaboratively manage the hiring process through the Website.
1.2. The Storage Service, which allows the Customer to store their recruitment data.
1.3. The facility to add accounts for "Collaborators," who are the Customer's employees and nominated representatives on their hiring team.
1.4. The facility to create "Openings," which are descriptions of employment or contractor roles that the Customer is seeking to fill.
1.5. The ability to upload "Customer Information," which refers to information about the Customer's organization or any Opening.
1.6. The ability to publish and export Job Postings to various job boards and social media services to reach potential Candidates.
1.7. The ability to view the Profile of a Candidate who applies for an Opening, including their academic background, work experience, skills, and employment history.
1.8. A comparison tool to evaluate Candidates for a specific Job Posting and facilitate communications between the Customer, Collaborators, and Candidates.
1.9. The Suggested Candidate Search, which allows the Customer to search for prospective Candidates based on skills and qualifications, even if they haven't applied for an Job Posting. Perception will conduct searches in opt-in databases, such as social networks and job boards, and rank candidates based on relevance.
1.10. The ability to request Implementation Services, which provide access to the Website and Services on the Customer's systems through the use of a Perception API. Additional charges may apply for Implementation Services.
1.11. Any other features and functionalities provided by Perception to the Customer from time to time.
Please note that Perception's obligations are limited to providing the Services and do not include acting on behalf of the Customer. These Terms do not establish a partnership or joint venture between the Customer and Perception, nor do they authorize either party to make commitments on behalf of the other.
Perception may add, modify, suspend, or cease the provision of any element of the Services upon notice to the Customer.
Perception agrees to use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for scheduled maintenance time or circumstances beyond Perception's reasonable control. In the event of planned service downtime, Perception will provide at least 24 hours' notice to the Customer.
Access to the Website and the Services may be granted to the Customer on a trial or 'free' basis ("Trial") for a period of up to 14 days.
During the Trial, specific terms apply in addition to the regular Terms:
2. Registration & Collaborators
To use the Services, the Customer must register with Perception by completing the online registration form on the Website.
Perception will send the Customer a Confirmation Email once the registration is accepted and confirmed. The Contract for using the Services on these Terms begins on the date of the Confirmation Email.
Perception may conduct verification and security procedures regarding the information provided by the Customer. If Perception believes that the information provided is inaccurate, breaches these Terms, or is likely to breach them, Perception may take appropriate action, including terminating the Customer's Contract.
These Terms apply to all Collaborators who access and use the Website and the Customer Services through the Customer's account. The Customer acknowledges and agrees to the following:
● All Collaborators must use their corporate email address when creating a Collaborator profile.
● Perception may allocate "Admin" or "Member" accounts to the Customer with varying levels of access, and the Customer must comply with Perception's directions regarding the establishment and use of such accounts.
● Only one person may log in to the Website or access the Services using any one Collaborator account at a time.
● The Customer is directly liable to Perception for the acts or omissions of its Collaborators.
The Customer and its Collaborators must keep their usernames and passwords safe and secure. They should not be used without the Customer's permission. If unauthorized use or access to the Customer's Logins or profile is suspected, the Customer must immediately notify Perception. The Customer is solely responsible for any breaches of these Terms resulting from the use of its Logins.
Perception may require the Customer to execute additional documents to confirm acceptance of these Terms upon notice.
3. Customer Obligations
The Customer and its Collaborators must use the Services and the Website in accordance with these Terms.
The Customer must ensure that its use of the Services and the Website, including the submission of any information, complies with applicable laws and regulations, does not infringe intellectual property rights of third parties, and is not offensive, illegal, or inappropriate. The Customer indemnifies Perception for any losses, liabilities, costs, or expenses arising from a breach of this obligation.
Perception does not verify the accuracy, correctness, or completeness of the Customer's Submissions or other information provided on the Website. The Customer warrants that it has the right to use all such information and material.
Perception may enhance the Profile of Candidates by using data obtained from third parties. Perception does not verify the accuracy of this data and provides no guarantee of error-free enhancements. The Customer is responsible for verifying the accuracy of such information before making any hiring decisions.
Perception reserves the right to refuse, remove, or edit any Submissions if it believes they breach these Terms.
The Customer must not impersonate another user or person, use the information obtained through the Services for purposes other than recruitment, contact Candidates who have not applied for an Opening, or engage in any harmful activities. Perception may take appropriate action, including suspension or termination of the Customer's use of the Services, for breaches of this clause.
4. Customer Interaction with Candidates
The Customer must provide sufficient information in its Job Postings to allow Candidates to make informed decisions about applying for a role.
The Customer warrants that the information provided in the Job Openings and Customer Information is correct, complete, accurate, and up to date. If any information is incorrect or incomplete, the Customer must rectify it immediately.
When using the Suggested Candidate Services, the Customer can only contact Candidates in relation to an existing and valid Opening on the Website, not as a general solicitation.
The Customer must comply with all applicable laws and legislation, including data protection, employment, and anti-discrimination laws, when using the Services and the Website. The Customer is responsible for verifying Candidates' qualifications, right to work, and procuring necessary information for evaluating suitability.
The Customer must keep all information related to Candidates and the recruitment process secure and confidential.
The Services are for the Customer's internal use only, and the Customer may not resell them to any third party without Perception's written approval.
The Customer is responsible for entering into necessary contractual arrangements with Candidates. Perception is not liable for any loss or damage resulting from Disputes between the Customer and Candidates. The Customer indemnifies Perception for any losses, liabilities, costs, or expenses arising from Disputes.
5. Marketplace Partners
Perception may offer additional products and services provided by Marketplace Partners. These products and services complement the Services and are directly purchased by the Customer from the Marketplace Partners. Perception is not the agent, joint venture, or partner of the Marketplace Partners or the Customer.
6. Fees
The fees to access the Website and Services are as set out on the Website or the Perception Quote you received, as applicable ("Fees").
Unless stated otherwise on the Website or the Perception Quote, Fees shall be payable by the Customer at the beginning of each subscription term or in the manner set out on the Website or the Perception Quote, in the currency identified on the Website or the Perception Quote, as applicable.
All Fees are exclusive of VAT and all other taxes or duties and are non-refundable and non-cancelable for any reason, except as expressly provided otherwise in these Terms.
You agree to keep your personal information, such as contact information and billing information, up to date.
If you pay by credit or debit card:
● You authorize us to charge your credit card or bank account for all Fees payable for your Subscription Term and for any renewal Term until you decide to terminate your Subscription.
● In addition, you authorize us to use third-party providers to process payments and disclose your payment information to such third parties as required.
● You are solely responsible for any bank fees charged by your bank, including recurring payment fees associated with your payments to Perception.
If you pay by direct debit (where available):
● You authorize Perception and its Affiliates to debit your bank account for all Fees payable for your Subscription Term and for any renewal Term, and to collect any amounts due according to your subscription plan. In case an Affiliate of Perception debits your account, it acts as a collection agent of Perception, and Perception remains your contracting entity.
● Make sure you have sufficient clear funds in your nominated account for your upcoming payment. Any amounts not collected due to lack of adequate funds will be collected as soon as your account has available funds, and they take priority against any new charges.
For Customers on an annual plan only:
● Upon renewal, Perception reserves the right to increase the Fees by up to 5 to 10% from the effective rates in the preceding term for the same plan and pricing tier, to cover product improvements, new features, inflation, etc.
● The renewal price is subject to change if your company's size changes substantially, based on the current pricing tier at the time of renewal. Perception will provide you with notice via email at least 30 days in advance of your upcoming renewal and any change in the applicable Fees.
7. Termination
The Customer may terminate the Contract at any time by providing written notice to Perception. Self-Service Customers, who have not received a Perception Quote, may terminate the Provision of the Services by cancelling their subscription on the Website.
If the Contract is terminated early:
● The Customer is not entitled to a refund of any pre-paid Fees.
● If the Customer has not paid the full amount of the Fees for the agreed Subscription Term, the outstanding Fees become immediately due and payable and are non-cancelable.
The Storage Service continues after the termination of the Services until the Customer notifies Perception in writing to erase all Customer data. Perception may terminate the Storage Services as required for compliance with applicable law but not earlier than 90 days after the termination of Services.
Perception may suspend and/or terminate the Customer's access and use of the Website, Services, or Storage Service:
● If Perception's network providers and suppliers cease providing their services.
● If any applicable law renders any part of the Services unlawful.
● If Perception has reason to believe that the Customer has breached any provisions of these Terms.
Upon termination of the Customer's Contract:
● The Customer may no longer access or use the Services and the Website.
● If Perception terminates without any breach by the Customer, Perception shall refund the Customer all pre-paid Fees for Services not provided.
● Fees paid in advance by the Customer are otherwise non-refundable.
8. Warranties
The Customer warrants that:
● The Customer has the right and capacity to enter into and be bound by these Terms.
● The Customer shall comply with all applicable laws regarding the use of the Services and the Website.
● The Customer agrees to abide by the rules and reasonable directions of Perception relating to the Website.
Perception warrants that the Services shall be provided with reasonable care and skill, as expected from an experienced provider of similar services.
Perception relies on other service providers (such as network providers, data centers, telecommunication providers) to make the Services and the Website available. While Perception takes reasonable steps to provide a good level of service, Perception does not guarantee that the service will be fault-free or uninterrupted. Perception shall not be liable for any losses suffered by the Customer as a result of service delays or failures caused by Perception's service providers.
Except as expressly set out herein, to the maximum extent permitted by law, Perception excludes all representations, warranties, obligations, and liabilities in connection with the Services and the Website, including but not limited to warranties of merchantability, non-infringement of intellectual property, accuracy, completeness, fitness for a particular purpose, and any warranties arising by statute or otherwise in law or from the course of dealing, course of performance, or use of trade.
Perception may display or provide links or other interaction with third-party websites and third-party advertising banners on the Website ("Third-Party Websites"). The use of Third-Party Websites is at the Customer's risk, and they are not the responsibility of Perception. Perception accepts no liability for the availability, suitability, reliability, or content of such third-party websites and does not endorse the views expressed within them. All use of Third-Party Websites is subject to the terms and conditions of the Third-Party Website provider.
9. Limitation of Liability
Subject to clauses 9.1 the maximum aggregate liability of Perception (including its respective agents, subcontractors, or representatives) under, arising from, or in connection with the provision of the Services and/or these Terms, whether arising in contract, tort (including negligence), or otherwise (including for contractual liability under any indemnity provided by Perception), shall not exceed a sum equivalent to the total Fees received by Perception for a period of twelve (12) months preceding the event giving rise to liability.
To the extent permitted by law, Perception expressly excludes:
● All conditions, warranties, and other terms, whether expressed or which might otherwise be implied by statute or common law.
● Any liability for indirect or consequential loss which are losses incurred as a side effect of the main loss or damage.
● Loss of profit.
● Loss of income or revenue.
● Loss of business or contracts.
● Loss of data.
● Loss of goodwill and reputation.
● Loss of expectation.
● Loss of opportunity.
● Loss arising out of or in connection with wasted management or office time.
● Any loss or damage arising and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to the Customer's tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.
9.1 Nothing in these Terms shall serve to limit or exclude Perception's liability for death or personal injury resulting from Perception's negligence or any liability for fraudulent misrepresentation.
10. Intellectual Property Rights
Perception and its licensors own all intellectual property rights relating to the Services and the Website, including but not limited to all software forming part of the Website ("Software"). Those works are protected by copyright laws and treaties around the world. Nothing in these Terms will serve to transfer from Perception to the Customer any of the Software or Website, and all right, title, and interest in and to the Software and the Website will remain exclusively with Perception and/or Perception's licensors. All rights in and to the Software and the Website not expressly granted to the Customer are reserved by Perception and the relevant third-party licensors.
The Customer may print off one copy and may download extracts of any pages from the Website solely for use by the Customer, and the Customer may draw the attention of other users to Submissions or materials posted on the Website. The Customer must not use any part of the submissions of other users and all materials on the Website for any purpose other than accessing the Website or obtaining a benefit from the Services in accordance with these Terms.
The Customer shall not, and shall procure that Collaborators shall not:
● Modify, translate, create or attempt to create derivative copies of or copy the Software or the Website in whole or in part.
● Reverse engineer, decompile, disassemble, or otherwise reduce the object code of the Software or the Website to source code form.
● Distribute, sublicense, assign, share, timeshare, sell, rent, lease, transmit, grant a security interest in, or otherwise transfer the Software or the Website or the Customer's right to use the Software or the Website.
The Customer warrants that the Customer owns or has the right or license to use the intellectual property rights in the Customer Information, the Openings, and all information and materials provided by the Customer to Perception.
The Customer hereby grants Perception a perpetual, sublicensable, worldwide, royalty-free license to publish and make available on the Website the Customer Information, Openings, and all other information and material provided by the Customer to Perception in respect of the Services, for the purpose of providing the Services to the Customer.
The Customer hereby indemnifies Perception against all losses, liabilities, costs, and expenses (including but not limited to legal costs) arising from or incurred by reason of any infringement of any intellectual property right by the use or possession of the Customer Information, Openings, and all other information and material provided by the Customer to Perception.
Perception shall indemnify Customer against any third-party claim that the Software or the use thereof in accordance with these Terms and the Contract infringes or misappropriates a third-party patent, trademark, copyright, or trade secret under the laws of a country in which the Services are actually accessed by the Customer, and shall pay any resulting damages awarded to such claimant or any settlement agreed to by Perception and any related costs and expenses reasonably incurred by Customer. However, Customer must promptly notify Perception in writing of such claim and use commercially reasonable efforts to mitigate the damages payable by Perception. Perception shall have sole control over the defense and settlement of such claim. Customer shall provide all information and assistance reasonably requested by Perception, at Perception's expense. Perception and its affiliates, licensors, and other providers shall have no liability to the extent any infringement arises out of or relates to any: (i) use or combination of Services or the Software with any third-party software, hardware, application, content, or service; (ii) use of the Services or the Software in a manner that does not comply with these Terms; (iii) any modification not made by Perception or its representatives; or (iv) any matter for which Customer is obligated to indemnify Perception pursuant to these Terms.
11. Data Processing, Privacy, and Confidentiality
The Customer and Perception shall comply with all applicable data protection and privacy laws and regulations in the performance of their obligations set out under these Terms, including the EU General Data Protection Regulation 2016/679 ("GDPR"), the UK General Data Protection Regulation ("UK GDPR"), the UK Data Protection Act 2018, the California Consumer Privacy Act ("CCPA"), and other relevant data protection laws.
Perception processes personal data (as defined in the Data Protection Laws) as a data controller while providing the Services. The processing of personal data is carried out in accordance with Perception's Privacy and Cookies Notice and Recruitment Privacy Notice Template for Candidate data.
The Customer shall include a Privacy Notice in accordance with the Data Protection Laws, and the Customer warrants that it owns or has the right or license to use the intellectual property rights in the Customer Information, Openings, and all information and materials provided by the Customer to Perception.
For personal data processed by Perception as a data processor on the Customer's behalf, Perception will act strictly in accordance with the Customer's instructions, implement appropriate security measures, and provide reasonable assistance to the Customer to comply with its obligations under the Data Protection Laws. Perception shall notify the Customer without undue delay in case of any accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Personal Data.
Following termination of the Services, Perception shall return or delete Customer's Personal Data, unless further storage of such Personal Data is required or authorized by applicable law. The Customer acknowledges that Candidates have the right to withdraw their consent and request the deletion of their personal data. If the Customer fails to delete such personal data within a reasonable time, Perception reserves the right to remove the personal data and shall not be liable for any loss or damage suffered by the Customer arising from such action.
Customer shall ensure its collection and use of any personal data accessed through the Website or the Services complies with the Data Protection Laws. The Customer indemnifies Perception against all losses, liabilities, costs, and expenses arising from the Customer's failure to comply with data protection obligations.
Perception may engage sub-processors and Affiliates to process personal data, subject to appropriate agreements. If personal data is transferred to jurisdictions without an adequacy decision, appropriate safeguards, such as Standard Contractual Clauses, shall be implemented.
Confidential Information shared between the parties shall be protected and used solely for the purposes of performing their obligations under these Terms. The Receiving Party shall not disclose Confidential Information to third parties unless authorized by the Disclosing Party. Exceptions apply in cases required by law or government authorities.
12. General
If Perception fails to enforce strict performance of its obligations under these Terms or fails to exercise any rights or remedies, it does not constitute a waiver of those rights or remedies, and the Customer is still required to comply with its obligations. Any waiver of these Terms by Perception must be expressly stated in writing to be effective.
All notifications and communications to Perception should be sent to the contact details provided on the Website.
If any provision of these Terms is deemed invalid, unlawful, or unenforceable by a competent authority, that provision will be severed to the extent necessary, and the remaining provisions will continue to be valid to the fullest extent permitted by law.
The Customer acknowledges that it has not relied on any representations, undertakings, or promises that are not expressly set out in these Terms.
The Customer agrees that Perception may identify the Customer as a user of the Software and use the Customer's trademark and/or logo for sales presentations, promotional/marketing materials and communications, press releases, and developing a brief customer profile on Perception's website for promotional purposes.
Perception reserves the right to modify these Terms at any time by revising them on the Website. However, any modifications should not materially change the overall functionality of the Services or substantially diminish the Customer's rights or create significant Customer obligations. Customers who have subscribed to be notified will be informed of any changes made to these Terms.
The Contract starts on the Effective Date specified on the Website or Perception Quote and continues for the duration of the subscription length. The Contract will automatically renew on each anniversary of the Effective Date for successive terms of one year, unless the Customer notifies Perception in writing at least 30 days prior to the anniversary of its intention not to renew the Services. For Self-Service Customers, the Contract will continue until they cancel their subscription on the Website. This statement applies to subscriptions with a length of one year or more.
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws provisions. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Delaware.
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