Last Updated: 5 February 2020
(Version: September 2019)
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY
1. Application and Acceptance of the Terms
1.1 Your use of the Testhub Platform (the “Platform Services”) and its ancillary products and services (the “Product Services”) (Platform Services and Product Services shall collectively be referred to as “Services” hereinafter) is subject to the terms and conditions contained in this document as well as those provided in the following (collectively, the “Terms”):
1.2 You may be required to enter into any separate agreement or agree to any other terms and conditions, whether online or offline, with Testhub Technologies AS (Testhub), for the Services or any other services ancillary to the use of the Testhub Platform (“Additional Agreements”). If there is any conflict or inconsistency between the Terms and the Additional Agreements, the Additional Agreements shall take precedence over the Terms only in relation to the portion of the Services governed by the conflicting Additional Agreements.
1.3 Testhub shall have the right to assign and/or novate any part of or all of the Terms (including any of our rights, titles, benefits, interests, and obligations and duties in the Terms and this Agreement) to any person or entity. Testhub may by written notice to you (which may be posted on the Testhub Platform) require such novation of the Terms or any part thereof, and you hereby irrevocably agree and consent to any such novation, whereupon Testhub shall be released and discharged from all of its obligations under these Terms, as well as all claims, actions and demands arising under these Terms up to the time of such novation.
1.4 You may not assign, in whole or part, any of the Terms (including this Agreement) to any person or entity.
2. Testhub Services
2.1 Testhub Services comprise of a set of tests taken by users, including the General Performance Indicator (GPI) and the Autonomy Matcher. The GPI is a formula that predicts performance in any job by combining variables that all have high predictive validity for performance. This test is a mix of validated questions from open source general mental ability tests, 5 factor personality test and integrity tests. The autonomy matcher is a cultural matching test that matches the candidate need for autonomy with the company culture for independence.
2.2 Testhub Services is built on the concept that use of scientific hiring methods with increased predictive validity leads to substantial increases in employee performance as measured in percentage increases in output, increased monetary value of output, and increased learning of job-related skills. Testing for relevant traits is better than just interviewing.
2.3 You must register as a member on the Testhub Platform in order to access and use the Product Services.
2.4 Testhub has the right to restrict, suspend or terminate your access to or use of the Testhub Platform or certain Services (or any features within the Services) if in Testhub’s sole and absolute opinion, you are in breach of the Terms.
2.5 The Services (or any features within any Service) may vary for different regions and countries. No warranty or representation is given that a particular Service or feature or function thereof or the same type and extent of the Service or features and functions thereof will be available in all countries and regions or for all users. Testhub may in its sole discretion limit, deny or create different level of access to and use of any Services (or any features comprised therein) with respect to different users.
3. Payment and Use of Testhub Platform or Services
3.1 Testhub service cost 6 % of the yearly salary per hired candidate. There is also a monthly subscription fee after the 6 months pilot period of 299 NOK per month. The subscription can be cancelled at any time, but will automatically be renewed each year unless the customers unsubscribes.
3.2 Marketing campaigns has to be paid upfront by invoice. If the customer chose this service, there will be a 15 % service fee for making and administration of such campaign. If the customer chose to have a sign on bonus, that sum is paid directly to the person whom is hired. If the customer chose to have a reward for tips about passive candidates, the reward is paid by invoice to Testhub who will pay out the award to the person responsible for a tip that leads to the hiring of a candidate.
3.3 As a condition of your access to and use of the Services, you agree that you will comply with any and all applicable laws and regulations, and will not engage in fraudulent or deceptive practices, when using the Services.
3.4 With respect to content made available via the Services, you agree that you will not:
(a) copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc made available via the Services (the “Content”);
(b) without limiting the generality of the foregoing, copy, reproduce, download, compile or otherwise use any Content for the purposes of operating a business that competes with Testhub, or otherwise commercially exploit the Content. Systematic retrieval of Content from the Services to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from Testhub is prohibited.
3.5 You agree that you will not distribute, send, or facilitate the sending or any unsolicited electronic commercial messages, or engage in any form of spamming activities that are in breach of the laws and regulations of any relevant jurisdiction or otherwise do any act or thing which, in the sole opinion of Testhub, constitutes promotion and marketing message abuse.
(a) You acknowledge and agree that Information related to your payment instruments (such as credit cards), including Information about your payment instrument organisation, the last few digits of your payment instrument number, the security code, and the expiration date of your payment instrument will be transferred to, stored and processed by our third party payment service provider directly in order for them to process your payment transactions and we will generally not store any such Information.
4. Breaches by Users
Testhub shall have the right at its sole and absolute discretion to remove, modify or reject any content that you submit to, post or display on the Testhub Platform which in our sole opinion is unlawful, violates the Terms, or could subject Testhub or our affiliates to liability. Testhub shall have the right to take any enforcement actions as it deems appropriate at Testhub’s sole discretion, including but not limited to giving a written warning to you, removing any user content submitted or published by you to the Testhub Platform or to the relevant features/functions of the Services, recovering damages or other monetary compensation from you, suspending or terminating your membership account with Testhub, or suspending your subscription of any Service. Testhub shall also have the right to restrict, refuse or ban you from any and all future use of any other Services provided by Testhub.
5. Limitation of Liability
5.1 You hereby agree to indemnify and hold Testhub, its respective affiliates, directors, officers and employees harmless from and against any and all losses, claims, liabilities which may arise from your use of the Services or from your breach of any of the Terms. You hereby further agree that Testhub is not responsible and shall have no liability to you, for any material posted or submitted by others, and that the risk of damages from such material rests entirely with you. Testhub reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Testhub in asserting any available defenses and indemnify and hold Testhub harmless against the reasonable legal fees incurred by Testhub in that regard. To the maximum extent permitted under applicable law, Testhub shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, equity or otherwise or any other damages resulting from any of the following:
(a) your use or inability to use the Services;
(b) your violation of any third party rights, or claims against you by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by any third party claimants;
(c) any matters relating to Services however arising, including negligence.
Notwithstanding any of the foregoing provisions, unless otherwise provided in the terms and conditions or service level agreements of the relevant Services, the aggregate liability of Testhub, and their respective employees, agents, affiliates, representatives or anyone acting on their behalf with respect to you for any and all claims arising from or in connection with the Services or any use or inability to use the same during any calendar year shall be limited to, in aggregate, the amount of fees you have paid to Testhub or its affiliates for the Services during the calendar year.
5.2 The limitations and exclusions of liability to you under the Terms shall apply to the maximum extent permitted by law and shall apply whether or not Testhub has been advised of or should have been aware of the possibility of any such losses arising.
6. Force Majeure
Unless otherwise provided in the terms and conditions of the relevant Services, under no circumstances shall Testhub be held liable for any delay or failure or disruption of the content or the Services resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control.
7. Intellectual Property Rights
7.1 Testhub is the sole owner or lawful licensee of all the rights and interests in the Testhub Platform and Testhub Platform’s Content. All title, ownership and Intellectual Property Rights in the Testhub Platform shall remain with Testhub, its affiliates or licensors of Testhub’s content, as the case may be. All rights not otherwise claimed under the Terms or by Testhub are hereby reserved.
7.2 “Intellectual Property Rights” shall mean:
(a) all rights, title and interest in and to all intellectual property rights, including any and all copyrights, patents, trade marks, service marks, logos, get-up, trade names, internet domain names, rights in designs, rights in computer software, database rights, semi-conductor topography rights, utility models and rights in know-how, in each case whether registrable or not, and including any applications for registration, and all rights or forms of protection having equivalent or similar effect anywhere in the world, and across all platforms and mediums whether now known or in the future invented;
(b) all rights under licences, consents, orders, statutes or otherwise in relation to any of the rights referenced in sub-paragraph (a) above;
(c) all rights of the same or similar effect or nature as or to those in sub-paragraphs (a) and (b) which now or in the future may subsist;
(d) all rights to income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto; and
(e) all rights at law or in equity to sue for past or future infringements of any of the foregoing rights.
9.1 The Terms constitute the entire agreement between you and Testhub with respect to and governs the use of the Services.
9.2 Testhub’s failure to enforce any right or failure to act with respect to any breach by a Member under this Agreement will not waive that right nor waive Testhub’s right to act with respect with subsequent or similar breaches.
9.3 You shall not delegate, assign, sub-license or sub-contract any of the rights and/or obligations under this Agreement to any third party without our prior written consent.
9.4 Unless a right or remedy of you or Testhub is expressed to be an exclusive right or remedy, the exercise of it by either party is without prejudice to either party’s other rights and remedies at law and/or in equity.
9.5 You shall do and execute or procure to be done and executed all such further acts, deeds, things and documents as may be necessary to give effect to the terms of this Agreement.
9.6 Save for Testhub and its affiliates, a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act (Cap. 53 B) (Rev Ed 2002) to enforce any term of this Agreement.
10. Governing Law and Dispute Resolution
The Terms shall be governed by the laws of Norway without regard to its conflict of law provisions.