Terms & Conditions
Last updated on 13 June 2018
These terms and conditions (Terms) are legally binding and set out the basis on which you may access and use the services provided through this website (Services) whether as a candidate, hirer or an external reviewer
1. Who we are
StemX is a trading name of StemX Limited, a limited company registered in England and Wales under company number 10335355. Our registered office is located at Nea Cottage West, Somerley, Ringwood, Hampshire BH24 3PL.
2. The services that we provide
A) StemX is a digital interviewing platform which enables employers and recruitment businesses to find talented individuals for positions through the use of videos recorded and submitted by them.
B) We do not guarantee or warrant that your use of StemX will be uninterrupted or error-free and we will not be responsible for any delays, delivery failures, performance issues or any other loss or damage resulting from the transfer of data over the internet. You acknowledge that your use of StemX may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
3. Your account
A) If you have received an email invitation as a candidate or completed the onboarding process as a hirer, you may be given a username and password or other code to access your account. You must treat these details as confidential and not share them with any other person.
B) As a hirer, you will also be able to create other accounts for users within your organisation and external reviewers outside of your organisation (Authorised Users). You must ensure that your Authorised Users treat these details as confidential and not share them with any other person.
C) If you or any Authorised User knows or suspects that a username and/or password has been compromised, you must promptly notify us at firstname.lastname@example.org.
D) If we suspect that any username and/or password has been compromised, or in the event of a security breach, we may suspend access to your account and/or change your username and password. We will notify you by email if this happens.
4. Acceptable use
A) You must not, and as a hirer shall ensure that your Authorised Users do not, upload any content to the Website (Inappropriate Content)which:
- infringes the intellectual property rights of any third party
- contains bugs or viruses (including worms, trojan horses, logic bombs and other things or devices which are malicious or technologically harmful)
- includes the image of any person who has not consented to the use of their image
- is unlawful, harmful, misleading, threatening, defamatory, seditious, obscene, indecent, pornographic or sexually explicit, harassing, discriminatory, in breach of confidence or in breach of someone’s privacy
- is otherwise illegal, harmful or causes damage or embarrassment to us or any other person
B) We reserve the right, without liability and without prejudice to our other rights and remedies under these Terms or applicable law, to delete any Inappropriate Content and disable access to your account or that of any Authorised Users in the event that you or any Authorised User uploads any content which is, or which we reasonably believe to be, Inappropriate Content. Where necessary, we will report any Inappropriate Content to local law enforcement agencies.
StemX is absolutely free for candidates, so if you are a candidate, you can skip over this section!
A) The charges for the Services can be found on our Pricing page (Charges). All Charges are advertised on a per user per calendar month basis.
B) If you exceed the number of users, roles, candidates or external reviewers in the relevant pricing tier, you will automatically be upgraded to the next pricing tier and the Charges for the relevant calendar month will be calculated on a pro rata basis.
C) You must provide us with valid, up-to-date and complete debit/credit card details and billing details (including any purchase order number) as requested.
D) The Charges shall be invoiced on a monthly basis or annually in advance on the last business day (in England) in each calendar month if payable monthly or on the same day in each calendar year if payable annually.
E) If you want to change the date on which we take payment of the Charges by direct debit or any other information relating to your direct debit, we may charge an administration fee of £20. You must give us at least one month’s notice of any change to the bank account from which direct debits will be made by email to email@example.com.
F) All Charges are payable in GBP Sterling. Unless otherwise specified, all charges exclude VAT which shall be charged in addition at the prevailing rate (currently 20%).
G) We will be entitled to increase the Charges at any time after expiry of each successive period of 12 months from the date that you register for the Services upon giving you 60 days’ prior notice. This does not affect your right to terminate the agreement between us under paragraph 8a below.
H) If we have not received any payment of the Charges when due and such payment has not been made within five business days (in England) after the due date, then without prejudice to our other rights and remedies under these Terms or applicable law:
- interest accrue at the annual rate of 4% per annum calculated on a daily basis and compounded at the end of each calendar month, commencing on the due date and continuing until full paid, whether before or after judgment
- we may suspend or limit your access and the access of external persons to whom the you have granted access to StemX
- we may terminate the agreement between us immediately on giving you notice
6. Intellectual property
A) We are the owner or the licensee of all intellectual property rights in the StemX website and platform. These works are protected by copyright laws and treaties around the world. All such rights are reserved.
B) You must not:
- attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the StemX website or platform by any means
- attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the StemX website or platform by any means
- access or permit access to all or any part of the StemX website or platform to build a product or service which competes with StemX
- use or otherwise commercially exploit the StemX website or platform to provide service to third parties
7. Candidate data
A) We will own all rights, title and interest in and to the videos and other information provided by candidates, subject to your rights as a hirer as set out below.
B) As a candidate, you should review any notices provided to you by a hirer with regard to the processing of your personal data together with our Privacy & Cookies policy which explains how we process your personal data.
C) As a hirer, we permit you and your Authorised Users to view, share and comment upon such videos and other information for your internal business purposes only.
D) As a hirer, you acknowledge that under the General Data Protection Regulation (GDPR), you will be a “controller” to the extent that you determine the purposes for and manner in which any personal data provided by candidates is processed by you and your Authorised Users. You shall comply with all applicable requirements of such laws and shall be responsible for ensuring that you have all necessary notices in place to enable the lawful processing of candidates’ personal data by us on your behalf.
E) To the extent that we are a “processor” under the GDPR:
- we will only process candidates’ personal data for the purposes contemplated by these Terms and the Privacy & Cookies policy or otherwise in accordance with your written instructions, unless we are required by applicable law to process such personal data for any other purposes. Where we are relying on applicable law as a basis for processing any personal data, we will promptly notify you of this before performing the processing unless we are prohibited from doing so by law
- we will ensure that all of our personnel who have access to and/or process personal data are obliged to keep the personal data confidential
- we will ensure that we have in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the same and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures
- we will not transfer any personal data outside of the European Economic Area unless we have obtained your prior written consent and provided that you and we have implemented appropriate safeguards in relation to the transfer; the candidates have enforceable rights and effective legal remedies; and we have complied with our obligations under EU data protection laws by providing an adequate level of protection to any personal data that is to be transferred
- we will comply with reasonable instructions notified to us by you with respect to the processing of the personal data
- taking into account the nature of the processing we will assist you, at your cost, in implementing appropriate technical and organisational measures for the fulfilment of your obligation to respond to any request from a candidate exercising their rights under the GDPR
- we will assist you, at your cost, in responding to any request from a candidate and in ensuring compliance with your obligations under the GDPR with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators (under Articles 32-36 of the GDPR)
- we will at your written direction, delete or return personal data and copies of personal data to you on termination of the agreement between us unless we are required by applicable law to store such personal data
- we will maintain complete and accurate records and information to demonstrate our compliance with this paragraph 7e
- we will immediately inform you if, in our opinion, any instruction infringes the GDPR or any other EU data protection laws
- we will notify you without undue delay on becoming aware of any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted stored or otherwise processed by us
- you generally agree that we may appoint third party processors to process personal data on our behalf in order to provide the Services and to fulfil our obligations to you under these Terms, provided that we remain fully liable for all acts or omissions of such third party processors. Where we propose to make any changes concerning the addition or replacement of such third party processors, we will give you reasonable prior notice and you shall have the opportunity to object to such changes. If we are unable to reach agreement regarding the proposed changes, either you or we may terminate the agreement between us on giving 14 days’ written notice to the other
F) We may use and permit our third party developers and data analytics providers to use aggregated and anonymised data collected through the use of the Service by any user of our Services for the purposes described in the Privacy & Cookies policy.
8. Duration and termination
A) As a candidate, the agreement between you and us as set out in these Terms will continue until such time as we no longer process your personal data in accordance with the Privacy & Cookies policy.
B) As a hirer, the agreement between us as set out in these Terms will commence on the date that you register for the Services and will continue, unless otherwise agreed by us in writing, for a period of 12 months and thereafter for successive periods of 12 months until you give us not less than 30 days’ notice of your intention to terminate the agreement between us prior to the expiry of such periods by email to firstname.lastname@example.org. We will notify you of the expiry of each such period in advance by email.
C) Without affecting our other rights or remedies under these Terms or applicable law, we may terminate the agreement between us immediately on giving you notice if you:
- commit or any Authorised User commits a material breach of any of these Terms which you cannot remedy or, if such breach can be remedied, you have failed to do so within 14 days of being notified by us to do so
- are deemed unable to pay your debts or have no reasonable prospect of doing so within the meaning of section 268 of the Insolvency Act 1986 (if applicable)
- become subject to a bankruptcy petition or order (if applicable)
- we are notified of your death (if applicable)
D) On the expiry or termination of the agreement between us for any reason:
- your licence to access and use the Service will immediately terminate
- we will disable your account and neither you nor any Authorised Users will be able to access your account or any data or information uploaded to it
- any rights, remedies, obligations or liabilities which existed at or before the termination of the agreement between us will not be affected.
9. Trial Period
A) We provide a free 14 day trial of the Services (Trial Period). You will be required to provide valid, up-to-date and complete debit/credit card details and billing details (including any purchase order number) at the time of registering for a trial of the Services.
B) Upon expiry of the Trial Period, you will automatically subscribe for the Services and the Charges will be calculated by reference to the number of users, roles, candidates or external reviewers created by you within the Services on such date. We will notify you of the expiry of the Trial Period in advance by email.
C) Access to the trial of the Services will be at our sole discretion, in particular, where you have registered for a trial on more than one occasions (whether or not using the same email address).
10. Our liability to you
A) Nothing in these Terms is intended to exclude or limit our liability for any liability which cannot be excluded or limited under applicable law.
B) As a candidate, if we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breach or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the agreement was entered into between us, both we and you knew it might happen.
C) As a hirer:
- Our Service is provided to you on an “as is” basis and you assume sole responsibility for complying with equality and data protection laws through your use of the Service and for the results obtained through your use of the Service. All warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded.
- We shall have no liability to you whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under the agreement between us.
- In any case, our total aggregate liability shall be limited to the total Charges paid by you during the 12 month period (or shorter period, if less than 12 months) immediately preceding the date on which any claim arose.
11. Other important terms
A) Changes to these Terms: We may change these Terms from time to time as our business develops or in response to legal requirements. If we make changes, we will notify you through your account or by email and if you continue to use the Service you will be deemed to have accepted the changed terms. We may also add or remove features from the Service at any time following review of how the Service is used by hirers and candidates.
B) Notices: Where these Terms require you or us to give any notice to each other, such notice may be given by email, post or (in the case of any notice given by us) via your account.
C) Separate terms: Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will continue to have full effect.
D) Transferring this agreement: We may transfer our rights and obligations under these Terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the agreement between us. You may not transfer your rights and obligations under these Terms without our prior consent.
E) Third party rights: The agreement between us is personal and no other person shall have any right to enforce any of its terms.
F) Waiver: If we fail to insist that you perform any of your obligations under these Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
G) Applicable law if you are a candidate: These terms are governed by English law and you can bring legal proceedings in respect of the agreement between us as set out in these Terms in the English courts. If you live in Scotland you can bring legal proceedings in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in either the Northern Irish or the English courts.
H) Applicable law if you are a hirer: These terms are governed by English law and you can bring legal proceedings in respect of the agreement between you and us as set out in these Terms in the English courts. If you live in Scotland you can bring legal proceedings in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in either the Northern Irish or the English courts.