Last Updated Date: June 6th, 2023
Workmate Ptd Ltd is an all-in-one frontline workforce platform which uses data-driven tools and automation to provide staffing and workforce management solutions for businesses and helps workers gain access to jobs.
The Terms form a binding legal agreement (“Agreement”) between Workmate Pte Ltd (the “Company”, “Our”, or “Us”) and you (collectively referred to in these Terms as “User” or “You”).
You acknowledge that these Terms have the same force and effect as if it were executed in writing between You and the Company. By accessing any part of the Services, You acknowledge and agree that:
(i) You have read, understood, and agree to be bound by these Terms;
(ii) You are of legal age of at least 18 years old and have capacity to form a binding contract with the Company;
(iii) If You are under 18 years old, you have sought parental consent and/or advice, if required, and agree to be bound by these Terms or to form a binding contract with the Company.
If You do not agree to be bound by these Terms, please do not use or continue accessing or using the Platform. Your continued use of the Platform shall constitute your agreement to be bound by these Terms.
These Terms may be revised from time to time by us upon notice to You, such as by posting a revised version on the Platform. Your continued access to or use of the Platform after such notice had been given shall constitute your acceptance of the revised terms.
PART ONE: TERMS GOVERNING USE OF PLATFORM AND SERVICES
1.1. In these Terms, unless otherwise defined or unless the context otherwise suggests, the following words and expressions of which the initial letter is capitalized shall have the meanings respectively assigned to them hereunder. The following definitions shall have the same meaning regardless of whether they appear singular or plural
“Account” has the meaning given to it in Clause 2.1
“Authorised Users” means the User’s parent/guardian or other persons to whom the User provides or makes available the Platform and whose access to and use of the Platform are agreed to by the Company in writing.
“Candidate” has the meaning given to it in Clause 3.1.
“Candidate Profile” means the individual profile created by a Candidate which contains Personal Data of the Candidate which may include but is not limited to his/her educational qualifications, work experience, legal status to work, government-issued identification numbers, bank account details, and residential address.
“Company Proprietary Markings” has the meaning given to it in Clause 14.1.
“Content” means the text, software, scripts, graphics, photos, sounds, photographs, graphics, music and scores, videos, audiovisual combinations, interactive features and other materials You may view on, access through, or contribute to the Services, which may include among others, Candidate Profiles, Customer Profiles and Customer Materials.
“Documentation” means any and all User guides or other documentation describing the features, functionality or operation of the Services supplied or made available by Us on the Platform for use with or in support of the Services, including without limitation any and all revisions, modifications, and updates to such Documentation made by Us from time to time.
“Customer” means a User who is listing job opportunities for Candidates through the Services and seeking to engage Our Services for Us to arrange employment assignments or placements of Candidates.
“Customer Profile” means the profiles created by Customer(s) which include information such as the Customer’s entity name, Unique Entity Number, and address.
“Customer Materials” includes any brochures, emails, job postings, web site content, career fair material, audio, videos, photographs, logos, trademarks, service marks, domain name, documents or other materials provided by Customer, for use in connection with the Services.
“Employment Contract” refers to any employment contract formed between a Candidate and Us through the use of the Services and is further defined in Clause 6.
“Freelance Service Agreement” refers to any freelance service contract formed between a Candidate and the Customer through the use of the Services and is further defined in Clause 6,
“Intellectual Property Rights” means patents, trademarks, service marks, copyright, know-how, design rights, database rights, rights in software, rights in designs and inventions, trade secrets, confidential information, trade and business names and brands, internet domain names, any application (whether pending, in process or issued) for any of the foregoing and any other industrial, intellectual property or protected right similar to the foregoing (whether registered, registrable or unregistered) in any country and in any form, media, or technology now known or later developed.
“Mobile Application” means the mobile application called “Workmate” made available for download by the Company through which the Users may access the Services.
“Part-timer” means an Employee who works less than 35 hours a week on a Job Assignment
“Personal Data” means data, whether true or not, about an individual who can be identified (a) from that data; or (b) from that data and other information to which a party has or is likely to have access.
“Platform” means the Website and Mobile Application called “Workmate” which the Company owns, operates or otherwise makes available to Users for the purposes of or in connection with the Services.
“Registered User” has the meaning given to it in Clause 2.1.
“Registration Data” has the meaning given to it in Clause 2.2.
“Services” means the services (including any information and content available therein) provided by the Company on the Platform, including but not limited to, all products, software, and services offered via the Platform, and all features and functionalities. For the avoidance of doubt, Services exclude Third-Party Materials. These services may include:
(a) the provision of the Platform for posting and searching for employment opportunities, and creating Candidate profiles or Customer Profiles or uploading Customer Materials;
(b) the provision of talent sourcing and staffing services;
(c) the provision of online resume search access; and
(d) the provision of payroll services.
“Technical Data” means system specific data or information and other technical data relating to the Services.
“Term” has the meaning given to it in Clause 17.1.
“Third-Party Materials” has the meaning given to it in Clause 8.1.
“Users” refers to Candidates and/or the Customers
“User Terms” has the meaning given to it in Clause 7.3.
2. User Account
2.1. In order to access certain features of the Services, You are required to become a Registered User. For purposes of these Terms, a “Registered User” is a User who has registered an account to use the Services (“Account”).
2.2. In creating an Account, You agree to:
(a) provide true, accurate, current and complete information about yourself as may be required by the Company (the “Registration Data”), which includes completing a Candidate Profile;
(b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete;
(c) not create an Account using a false identity or information, or on behalf of someone other than yourself; and
(d) immediately notify the Company in writing by email to firstname.lastname@example.org if You suspect or become aware of any unauthorised use of your Account or any other breach of security.
2.3. You shall be solely responsible for:
(a) maintaining the strict confidentiality and security of your Account and shall not allow another person to use your Account to access the Platform and Services.
all activities on the Platform and all operations of Services that occur under or through the use of your Account.
2.4. The Company shall not be liable to You for any harm or loss arising from or relating to the unauthorised access of your Account, your disclosure of your Account, or the use of your Account by another person or entity.
2.5. The Company reserves the right to temporarily or permanently suspend or terminate your Account or impose limits on or restrict your access to and use of the Platform with or without notice at any time for any or no reason including:
(a) if You provide any Registration Data that is untrue, inaccurate, not current or incomplete, or the Company has reasonable grounds to suspect that any Registration Data You provide is untrue, inaccurate, not current or incomplete;
(b) if the Company has reasonable grounds to believe You have violated, or are about to violate, these Terms, including any incorporated agreements, policies or guidelines, or any applicable laws or regulations, or that your Account may have been compromised;
(c) if activities occur under your Account which, in the Company’s sole discretion, would or might cause damage or losses to the Company or any Users (whether yourself or other users), impair the Company’s ability to provide the Platform, or infringe or violate any third-party rights (including Intellectual Property Rights);
(d) in response to requests by law enforcement or other government agencies; or
(e) due to unexpected technical or security issues or problems.
2.6. You agree not to create an Account or use the Services if You have previously been banned from the Services by the Company.
2.7. You hereby acknowledge and agree that any or all communications on the Services may be monitored, captured, recorded and transmitted to the authorities as deemed necessary by Company in its sole discretion and without further notice.
2.8. If You cancel your account or if your account is terminated, all your account information, including but not limited to your Candidate Profile will be marked as deleted in and may be deleted from the Services and will be removed from any publicly accessible area of the Services, except that third parties outside the control of the Company may retain saved copies of your information.
2.9. The Company reserves the right to delete your account and all of your account information after a significant duration of inactivity.
3.1. The Services is an online Platform for Customers to post employment and/or job opportunities and for Candidates to search for employment and/or job opportunities (“Job Assignment”). You are a “Candidate” for the purposes of these Terms if You are Registered User who is seeking to apply for a Job Assignment made available by Customers through the Services.
3.2. The forms of Job Assignments available through the Services include the following:
(a) an employment opportunity with a Customer, where the Candidate shall agree to enter into a binding employment contract directly with Us (the “Employment Contract”) and the contractual relationship is between Us (as the “Employer”) and the Candidate (as the “Employee”); or
(b) a freelance opportunity (“Freelance Engagement”) where the Candidate shall agree to enter into a binding freelance service contract directly with the Customer (the “Freelance Service Agreement”).
4. Eligibility Requirements for Candidates
4.1. Only Registered Users who are 16 years old and above can apply to be a Candidate.
4.2. You are not prohibited by and/or bound by any law, legislation, court order, directive, agreement or undertaking that in any way restricts or prohibits you from entering into an employment with the Company.
5. Candidates’ Representations and Warranties. You as a Candidate, represent and warrant the following:
(a) any Candidate Profile that You submit through the Services is accurate, complete, up to date and not misleading;
(b) You are solely responsible for the form, content and accuracy of any Candidate Profile and resume or material contained therein placed by You on the Services; and
(d) You satisfy the eligibility requirements set out under Clause 4.
6. Successful Candidates
6.1 If a job match is successful, the Candidate will be offered a Job Assignment on the Mobile Application.
6.2 The terms and conditions of an Employment Contract will be set out in a job agreement document, which will be uploaded on the Platform for the Candidate’s execution and submission on the Platform. Please note that the Employment Contract is kept in a simple format which shall include and incorporate by reference, the detailed terms and conditions set out under Part Two of these Terms.
6.3 The terms and conditions of a Freelance Engagement will be set out in the Freelance Service Agreement which will be uploaded on the Platform for the Candidate’s execution and submission on the Platform. Please note that Part Two of these Terms shall not apply to a Freelance Engagement.
6.4. By taking up a Job Assignment with a Customer, the Candidate agrees to be bound by the Employment Contract and/or the Freelance Service Agreement as and whenever applicable. No other contracts or documents will be used in lieu of the Employment Contract and/or the Freelance Service Agreement unless agreed otherwise between Us and You.
6.5 A Candidate undertaking multiple Job Assignments will have multiple Employment Contracts. However, each Employment Contract shall be an entire agreement on its own independent of any other Employment Contract(s) that a Candidate may have with Us. For the avoidance of doubt, the employment relationship between a Candidate and Us shall be determined and governed by the respective Employment Contract on a per Job Assignment basis, and not by construing the Employment Contracts in the aggregate.
7. Use Restrictions
7.1. You shall:
(b) be solely responsible for the accuracy, quality and legality of all Content and the means by which You acquire the Content;
(c) obtain all consents, permissions, and authorisation required under applicable laws, rules, and regulations from Authorised Users and other individual end users as necessary to input, provide, transfer, and make available data to Company for the purposes of using the Services;
(d) use best efforts to prevent unauthorised access to or use of the Services by your Authorised Users, and notify Company promptly of any such unauthorised access or use; and
(e) use the Services only in accordance with the Documentation and applicable laws, rules and government regulations.
7.2. You shall not, and shall ensure your Authorised Users shall not:
(a) make the Services or the Documentation (or any part thereof) available to, or use the Services or the Documentation (or any part thereof) for the benefit of anyone other than yourself or your Authorised Users;
(b) rent, lease, lend, sell, resell, sublicense, assign, distribute, publish, or lease the Website, or Services (or any part thereof) or otherwise make available to any third party for any reason, including the Documentation, or include the Services in an outsourcing offering;
(c) interfere with or disrupt the integrity or performance of the Platform, or any information and content contained thereon;
(d) copy, adapt, modify, prepare derivative works based upon, transfer, publicly display, transmit, or otherwise exploit the Platform, including any function or feature thereof;
(e) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download any information and data from the Platform;
(f) access the Platform in order to build a competitive product or service or otherwise to compete with the Company;
(g) reverse engineer, disassemble, or otherwise attempt to derive or gain access to the source code or infrastructure of the Platform or any part thereof;
(h) attempt to probe, scan, or test the vulnerability of the Platform, any Company system or network or breach any security or authentication measures, or otherwise attempt to benchmark the Platform or the Company’s performance of any services;
(i) store or transmit code, files, agents, or programs that could harm the Platform or other Users, including viruses, worms, time bombs, and Trojan horses;
(j) remove, delete, alter or obscure any trademarks or any copyright, patent or other intellectual property or proprietary rights notices from the Platform, including any copy thereof;
(k) post, upload, publish, submit or transmit or otherwise make available any Content that You do not have a right to make available under any law or under contractual or fiduciary relationships, that infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral or other Intellectual Property Rights, or rights of publicity or privacy, or that otherwise violates applicable law or regulation; or
(l) provide any competitor of Company (including any employee or contractor of such competitor) with access to or use of the Platform (or any part thereof), including by read-only access, direct access through an Authorised User identification and password information, or otherwise.
7.3. You acknowledge and agree that:
(b) the Company has no obligation to monitor your access to or use of the Platform but has the right to do so for the purpose of operating the Platform, to ensure your compliance with these Terms or to comply with applicable laws or the order or requirement of a court, administrative agency or other governmental body;
(c) the Company reserves the right, at any time and without prior notice, to terminate the license granted to You under these Terms and remove or disable your access to and use of the Platform (or any part thereof) should the Company, at its sole discretion, consider any of your actions or operations to be in violation of these Terms or is otherwise harmful to the Platform or any Users of the Platform; and
(d) the Company may investigate and prosecute violations of these Terms to the fullest extent of the law and involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.
8. Use of the Service.
8.1. The quality of the audio and/or display of the Content may vary from device to device, and may be affected by a variety of factors, such as your location and the bandwidth available through and/or speed of your Internet connection. The Company makes no representations or warranties about the quality of your listening and/or watching experience on your audio or visual devices or equipment. The time it takes to begin listening to and/or watching Content will vary based on a number of factors, including your location, available bandwidth at the time, the Content You have selected, and the configuration of your viewing device.
8.2. If any time during your use of the Services, You made a misrepresentation of fact to the Company or otherwise misled the Company or breach the Terms herein, the Company may terminate your use of the Services.
9.1. Subject to these Terms, the Company grants You a limited, revocable, non-exclusive, non-transferable, non-sub-licensable, and non-assignable license to: (i) access and use the Services for your personal purpose; and (ii) permit Authorised Users to access and use the Services solely for the benefit of You as the case may be. You shall not use the Services in excess of the number of Authorised Users as had been agreed between you and the Company in writing.
9.2. You do not acquire any ownership interest in the Services under these Terms, or any other rights thereto, other than to use the Services in accordance with the limited license granted hereunder and subject to all terms, conditions, and restrictions, under these Terms. The Company reserves and shall retain its entire right, title, and interest in and to the Services, including all patent, copyright, trade mark, trade secret, and other Intellectual Property Rights therein or relating thereto.
(a) providing the Services to You; and
(b) monitoring and improving the performance of the Services and other internal business purposes of the Company.
You represent and warrant that You own or have the legal right and authority and will continue to own or maintain the legal right and authority, to grant to Company during the Term the license set forth in Clause 10.1.
10.2. You acknowledge and agree that
(a) the Company does not monitor the Content transmitted by You or your Authorised Users through the Platform, and that Company shall not be responsible for such Content;
(b) You are solely responsible for making sure that the disclosure and use of data, Content and information that You or your Authorised Users provide to Company through the means described herein does not violate any applicable law or infringe upon the Intellectual Property Rights of any third party;
(c) You and your Authorised Users, each individually, shall not knowingly post or upload any Content or data which:
- is libelous, defamatory, obscene, pornographic, abusive, harassing or threatening;
- violates the rights of others, such as data which infringes on any Intellectual Property Rights or violates any right of privacy or publicity; or
- otherwise violates any applicable law;
(d) the Company may remove any violating Content posted on or transmitted through the Platform at any time; and
(e) You shall promptly provide written notice to Company in the event You discover any Content provided is unlawful, contains errors, or otherwise violates the provisions of these Terms.
(a) collect, access, modify, distribute, audit, reproduce, delete or remove any Content relating to You, the Authorised Users, and/or the use of the Services freely and in perpetuity to the extent necessary to:
- protect You, your Authorised Users and other users of the Services;
- provide, protect, and improve the Company’s Services, whether now in existence or in the future;
- provide statistical analysis;
- protect the integrity of any data held by the Company;
- ensure your compliance with these Terms and any applicable laws or regulations; and
- disclose such data and information if required by law, to enforce these Terms, or to protect the Company’s rights or those of other users.
11. Technical Data
(a) compile, use, distribute, display, store, process, reproduce, or create derivative works of the Technical Data;
(b) aggregate the Technical Data with other data for use in an anonymous manner for the Company’s marketing and sales activities; and
(c) exploit aggregated Technical Data and/or provide aggregated Technical Data to third parties, so long as such data is presented in the aggregated format and does not identify You or your Authorised Users.
12. Third Party Materials
12.1. The Company may display, include or make available third-party content or provide links to third-party websites or services (collectively, “Third-Party Materials”) on the Platform. The Company may display such Third-Party Materials to Users in the course of providing advertisement services to Advertisers. You acknowledge and agree that any Third-Party Materials You or your Authorised Users access through the Platform are entirely at your own risk.
12.2. Without prejudice to the foregoing, You acknowledge and agree that:
(a) the Company may but shall have no obligation to monitor and review such Third-Party Materials, and shall not be responsible for such Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof;
(b) the Company does not assume and will not have any liability or responsibility to You or any other person or entity for any Third-Party Materials;
(c) Third-Party Materials and links thereto are provided solely as a convenience to You and You access and use them entirely at your own risk and subject to such third-parties’ terms and conditions;
(d) the Company does not guarantee the continued availability of such Third-Party Materials, and may cease displaying, including or making available such Third-Party Materials at any time at its sole discretion without any liability to You; and
(e) the Company makes no representations or warranties whatsoever, and shall not be liable for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that You may incur arising out of or in relation to your use of Third-Party Materials, any transactions completed in or through the same, nor for any contract entered into by You or any Authorised User (as the case may be), with any third party.
12.3. You shall indemnify the Company against all costs, losses, liabilities and damages which arise from any action or claim against the Company from third parties in respect of your use of, integration and/or interface with Third-Party Materials and related data.
13. Disclaimer of Warranties
Services Provided “As Is”. YOU ACKNOWLEDGE AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED BY THE COMPANY ON AN “AS IS,” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THESE TERMS, THE SERVICES AND/OR THE RESULTS THAT MAY (OR MAY NOT) BE ACHIEVED BY USE OF THE SERVICES BY YOU OR YOUR AUTHORISED USERS, INCLUDING WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, TIMELINESS OR EFFECTIVENESS AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE OR TRADE. THE COMPANY DOES NOT WARRANT THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE AND WHILE THE COMPANY HAS USED REASONABLE MEASURES TO MAINTAIN THE CONFIDENTIALITY OF AUTHORISED USERS’ INFORMATION, YOU ACKNOWLEDGE AND AGREE THAT COMPANY CANNOT GUARANTEE THE SECURITY OR ACCESSIBILITY OF SUCH INFORMATION. YOU FURTHER ACKNOWLEDGE THAT THE COMPANY USES A THIRD-PARTY TO HOST THE SERVICES AND TO STORE USERS’ INFORMATION AND COMPANY MAKES NO REPRESENTATION OR WARRANTY AND SHALL HAVE NO LIABILITY FOR SUCH THIRD-PARTY SERVICES. THE COMPANY MAKES NO WARRANTIES REGARDING THE ACCURACY OR COMPLETENESS OF ANY INFORMATION PROVIDED IN CONNECTION WITH OR RESULTS OBTAINED THROUGH USE OF THE PLATFORM, AND COMPANY SHALL HAVE NO LIABILITY FOR ANY CLAIM ARISING FROM ANY USE OF SUCH INFORMATION OR RESULTS.
14. Intellectual Property
14.1. Ownership. You acknowledge and agree that the Company and its third-party licensors own all rights, title and interests (including without limitation to Intellectual Property Rights) in and to:
(a) the Platform and Documentation;
(b) any trademarks, service marks, trade names, domain names, website name, other significant brand features or specific descriptions which will allow a third party to identify the Company and/or its affiliates (collectively, “Company Proprietary Markings”);
(c) all updates, derivatives and modifications developed or derived therefrom, including without limitation to any software, source and object codes, algorithms, data models (whether or not any of the foregoing have been developed using Content), technology, web pages, text, pictures, images, audio, video, charts, layout design, and electronic documents, or customisation to the Services;
(d) any reports or data generated by the Company in the course of providing the Platform to You or from Content uploaded or entered by You to the Platform;
(e) any intangible ideas, residual knowledge, concepts, know-how and techniques related to or learned from the Company’s provision of the Platform, including, without limitation, any intangible ideas, residual knowledge, concepts, know-how, and techniques related to any new features for the Platform, whether or not created for You; and
(f) any operation and technical data relating to the Services (including without limitation to User Account information, Registration Data, operation records, and service orders).
(collectively, the “Company Intellectual Property”).
14.2. Other than the limited license and use rights expressly set forth in these Terms to the Company Intellectual Property, Company does not grant You any rights to the Company Intellectual Property and reserves all rights therein.
14.3. You shall not, and shall not permit any other person to:
(a) access or use Company Intellectual Property except in accordance with these Terms;
(b) display, use, apply for registration any Company Proprietary Markings;
(c) represent to any other persons, that You have the right to display, use or to otherwise dispose of the Company Proprietary Markings;
(d) modify, alter, remove, delete or destroy any Company Proprietary Markings placed upon or contained within the Website, Services or any Documentation; or
(e) take any action which would cause the Platform or any part thereof to be placed in the public domain or to become open source software.
14.4. Feedback. If You propose or provide any ideas, suggestions, recommendations, enhancements, improvements, or other feedback (collectively “Feedback”) to the Company, then You hereby assign all rights, title, and interests, including all copyright, patent, trade dress rights and other Intellectual Property Rights, in and to such Feedback to the Company. The Company shall have the right to use and disclose any ideas, know-how, concepts, techniques, or other Intellectual Property Rights contained in such Feedback in any manner and for any purpose in the Company’s discretion without remuneration, compensation or attribution to You, provided that the foregoing shall not create or imply any obligation on the part of the Company to use such Feedback.
14.5. Reporting Unauthorised Content. The Company respects the Intellectual Property Rights of others and we expect the same of our Users. If You believe or become aware that there has been unauthorised use of your or someone else’s Intellectual Property Rights on our Service, please contact us at email@example.com report the same to us. In notifying us, please include the unauthorised content in question including any URL(s) as well as the contact information of the rights holder.
We reserve the right to remove any unauthorised Content that we receive reports of as well as the right to suspend or terminate the User’s account upon receiving complaints against the User of intellectual property infringement.
You are solely responsible and liable for your conduct and your Content related to the Service. You shall indemnify, defend and hold harmless Company and its affiliates, and their respective owners, managers, directors, employees, and contractors from and against all direct and indirect losses, damages, liabilities and costs (including reasonable attorneys’ fees) incurred in connection with (i) your use of the Platform, (ii) any breach of these Terms by You or your Authorised Users, and (iii) any third-party claim arising out of or relating to your Content and the Company’s use thereof, including without limitation if it infringes any Intellectual Property Rights of a third party.
16. Limitation of Liability
16.1. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES, HOWEVER CAUSED OR LOSSES OF ANY KIND IN ANY MANNER IN CONNECTION WITH OR ARISING OUT OF THESE TERMS OR THE SERVICES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF REPUTATION, LOSS OF REVENUE OR LOSS OF USE, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF, RESULTING FROM OR RELATING IN ANY WAY TO (1) YOUR USE OR INABILITY TO USE THE PLATFORM; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES; (3) UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON PLATFORM; OR (5) ANY OTHER MATTER RELATED TO THE SERVICES.
16.2. You hereby acknowledge and agree that the disclaimer of warranties in Clause 13, indemnity in Clause 15 and limitations of liability in this Clause 16 and the allocation of risk therein are essential elements of the bargain in the Company’s provision of the Platform, without which the Company would not have provided the Platform or entered into these Terms.
17. Term and Termination
17.1. These Terms shall be legally binding on You on the date when You accepted these Terms (as described in the preamble of these Terms ) and remain in full force and effect while You access or use the Services, unless terminated earlier in accordance with these Terms (the “Term”). For the avoidance of doubt, You hereby acknowledge and agree that the date that these Terms become legally binding on You is the earlier of (a) the date You first accessed either the Platform, or (b) the date You accepted these Terms.
17.2. We may at our sole discretion terminate this Agreement by giving You fourteen (14) days’ notice via email or using any other contact information You have provided for your Account. We may also terminate this Agreement immediately and without prior notice and stop providing access to our Services if you materially breach any User Terms or violate applicable laws.
17.3. Upon any termination of these Terms:
(a) all rights and licenses granted to You and Authorised Users shall cease, and You and your Authorised Users shall immediately discontinue use of the Services;
(b) your access to the Services may be barred;
(c) your Account and related information, files and content associated with or inside your Account (or any part thereof), including your Content, may be deleted from the Company’s data base at the Company’s discretion. You acknowledge and agree that Company will not have any liability whatsoever to You for deletion of your Account or your Content; and
(d) where applicable, You shall promptly pay all amounts due to Company as of the effective date of termination.
17.4. Any provision of these Terms that expressly or by implication is intended to come into or continue in force on or after the termination of these Terms shall remain in full force and effect, including without limitation to Clause 7 (Use Restrictions), 13 (Disclaimer of Warranties), 14 (Intellectual Property), 15 (Indemnity), 16 (Limitation of Liability), 17 (Term and Termination), 18 (Governing Law and Dispute Resolution) and 19 (General Provisions).
18. Governing Law and Dispute Resolution
18.1. These Terms shall be governed by and construed under the laws of the Republic of Singapore.
18.2. Any disputes, actions, claims or causes of action arising out of or in connection with these Terms or the Service shall be referred to the Singapore International Arbitration Centre (“SIAC”), in accordance with the Rules of the SIAC as modified or amended from time to time (the “Rules”) by a sole arbitrator appointed by the mutual agreement of You and the Company (the “Arbitrator”). If You and the Company are unable to agree on an arbitrator, the Arbitrator shall be appointed by the President of SIAC in accordance with the Rules. The seat and venue of the arbitration shall be Singapore, in the English language and the fees of the Arbitrator shall be borne equally by You and the Company, provided that the Arbitrator may require that such fees be borne in such other manner as the Arbitrator determines is required in order for this arbitration clause to be enforceable under applicable law.
19. General Provisions
19.1. Force Majeure. The Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, epidemics, pandemics, strikes or shortages of transportation facilities, fuel, energy, labor or materials. If a force majeure event occurs that affects the Company’s performance of its obligations under these Terms, the Company’s obligations under these Terms will be suspended and the time for the Company’s performance of its obligations will be extended for the duration of the force majeure event.
19.2. No Third-Party Beneficiaries. No third party who is not a party to these Terms (whether or not such person shall be named, referred to, or otherwise identified, or shall form part of a class of persons so named, referred to, or identified, in these Terms) shall have any rights to enforce or rely upon any of the provisions of these Terms.
19.3. Notice. Where the Company requires that You provide an e-mail address, You are responsible for providing the Company with your most current e-mail address. In the event that the last e-mail address You provided to the Company is not valid, or for any reason is not capable of delivering to You any notices required/ permitted by these Terms, the Company’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice.
19.4. No Waiver. No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right.
19.5. Entire Agreement. These Terms together with the User Terms published by us on our Website, shall constitute a final, complete and exclusive agreement of the parties concerning the Services and supersedes and merges all prior discussions between the parties with respect to such subject matter.
19.6. Assignment. These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by You without the Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
19.7. Severability. If a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision of these Terms will be amended to achieve as nearly as possible the intent of the parties, and the remainder of these Terms will remain in full force and effect.
19.8. Language. These Terms are made in the English language only, and any translation of these terms and conditions in another language shall not be binding upon the parties.
19.9. Updates. You acknowledge and agree that the Company may regularly update the Services and reserves the right to add and/or substitute functionally equivalent features for any reason, without notifying You. The Company shall have the right to remove, suspend or discontinue any component, feature, or function of the Website or Service without any liability towards You. You further agree that all updates to the Platform will be deemed part of the Platform and be subject to all terms and conditions of these Terms.
PART TWO: TERMS AND CONDITIONS INCORPORATED TO AND APPLICABLE ONLY TO THE EMPLOYMENT CONTRACT
1. Salary Payout.
(a) An Employee’s Salary for any Job Assignment will be paid every Wednesday for all approved time sheets from the prior week. All timesheets must be submitted on the Mobile Application, and approved by the Employee’s supervisor for the Job Assignment concerned (the “Employee’s Supervisor”). Timesheets that are not approved by the Employee’s Supervisor will not be paid until they are approved.
(b) If applicable, relevant deductions shall be made to the Employee’s Salary (e.g. CPF deductions including Self-Help Group deductions to either the Mosque Building and Mendaki Fund (MBMF), Singapore Indian Development Employee Fund (SINDA), Chinese Development Assistance Council (CDAC) or Eurasian Community Fund (ECF) as applicable, unless the Employee has opted out of the scheme) and documented accordingly on his/her pay slip.
(c) The Employee’s pay slip shall be accessible on the Platform via his/her Account.
2. Statutory Entitlements. An Employee who is eligible for Central Provident Fund (“CPF”) entitlements shall be paid full Employer’s and Employee’s CPF contributions at the end of each month according to the prevailing provisions of the Central Provident Fund Act (Cap. 36) of Singapore as well as all other applicable and mandatory statutory entitlements.
(a) All Employees will be covered under Work Injury Compensation Act and Public Liability Insurance.
(b) Notwithstanding (a) above, all Employees have the following responsibilities:
- Follow the workplace safety and health system, safe work procedures or safety rules implemented by the Customer at the workplace of their Job Assignment and/or guidelines implemented by the Workplace Safety and Health Council and/or any applicable Workplace Safe Management Measures issued by the authorities for the mitigation of Covid-19 risk.
- Not engaging in any unsafe or negligent acts that may endanger the Employee or others working around the Employee.
- Use personal protective equipment provided to the Employee to ensure their safety while working, such as wearing a face mask properly at all times.
- The Employee must not tamper with or misuse the equipment provided by the Company or the Customer.
- Ensure that he/she understands and carries out all emergency procedures, fire precautions and evacuation procedures.
- Fully adhere to the Customer’s business continuity plans, if applicable, at all times when carrying out the duties in the premise of the Customer or assigned workplace for the Job Assignment.
- Report immediately to the Employee’s Supervisor of any potential hazard to any staff or the general public.
4. Leave Entitlements.
All Employees shall be entitled to the legislated leave entitlement applicable based on fulfilment of qualifying conditions according to prevailing provisions under the Employment Act 1968 of Singapore (“the Employment Act”) and/or any applicable regulations and/or guidelines prescribed by the Ministry of Manpower (“MOM”), Singapore. Non-legislated leave shall be subject to approval of Employee’s Supervisor and notified accordingly.
(a) Paid Annual Leave:
- If You have been employed by Us for a Job Assignment that last for at least 3 months or more, You shall be entitled to annual leave which will be calculated based on the applicable prevailing provisions under the Employment Act, which shall be encashed into your hourly gross rate of pay in the case of an Employee who is a part-timer for the Job Assignment and/or subject to the requirements of the Customer,. Under the Employment Act, You will not be entitled to annual leave if You have worked less than 3 months on a Job Assignment.
- Your leave shall have an encashment value computed based on Your hourly gross rate of pay as stated in the Employment Contract.
- If the Employee takes more leave that his/her leave entitlement, such leave shall be treated as unpaid leave and subject to deduction of the Employee’s final salary.
- As stipulated under the Employment Act, an Employee’s entitlement to annual leave will be forfeited if the Employee is absent from work without permission or reasonable excuse for more than 20% of the working days in the months or year (on a pro-rated basis, depending on Your contract’s duration) in which your entitlement to annual leave accrues, and/or the Employee is dismissed on the grounds of misconduct.
(b) Outpatient Medical & Hospitalization Leave:
- An Employee is entitled to paid outpatient medical and hospitalization leave (“Sick Leave”) if he/she has worked for the Company on a Job Assignment for at least 3 months. The number of days of paid Sick Leave that an Employee shall be entitled will be calculated based on the applicable prevailing provisions under the Employment Act.
- To qualify for paid outpatient medical leave, Employee must be certified to be unfit for work by a medical practitioner registered under the Medical Registration Act or Dental Registration Act.
- Outpatient medical leave will be payable based on the hours scheduled to work.
- To qualify for Sick Leave, the Employee must inform the Employer of his/her absence within 48 hours and submit the medical certificate (MC) together with the leave application form upon return to work.
- Failure to submit MC will result in the leave being recorded as annual leave or unpaid leave if the annual leave has been fully consumed.
- Unconsumed medical leave benefits will not be carried forward to the next contract period and no payment shall be made in-lieu of unconsumed leave benefit.
- Any additional medical and/or hospitalization leave taken which exceeds the Employee’s statutory entitlement will be treated as unpaid leave and subject to deduction of the Employee’s final salary.
(c) Childcare/Maternity/Paternity Leave
- Employees who have worked for at least 3 months on a job and meet the requisite eligibility criteria in respect of Childcare/Maternity/Paternity Leave under the applicable prevailing provisions of the Employment Act and/or the Child Development Co-Savings Act (CDCA) will be eligible for paid statutory leave accordingly as prescribed by MOM. The Birth Certificate of the child must be submitted for verification.
5. Public Holidays
(a) An Employee shall be entitled to paid holidays on the gazetted public holidays. An Employee who is a Part-timer shall be entitled to paid public holidays pro-rated based on the number of hours he/she works.
(b) An Employee’s paid holiday entitlement shall be encashed into the Employee’s hourly gross rate of pay in the case of an Employee who is a part-timer for the Job Assignment and/or subject to the requirements of the Customer,
(c) Where the public holiday falls on a rest day, the next working day will be a paid holiday. A Sunday is typically considered a rest day.
(d) Where the public holiday falls on a day when the employee is not required to work, the Employee will be given a day off in lieu or one extra day’s salary at the gross rate of pay.
(e) If an Employee is required to work on a public holiday, an Employee shall be paid an extra day’s salary at the basic rate of pay
6. Intellectual Property Rights, Proprietary Information and Confidential Information.
(a) For the purposes of the Employment Contract, the following terms are defined as follows:
“Intellectual Property Rights” includes:
- The full benefit of all patents, trademarks, service marks, and other marks , logos, get-up, trade and business names, internet domain names, rights in designs (and applications for all the same), copyrights (including rights in computer software), moral rights, database rights, rights in know-how, Trade Secret, Confidential Information, inventions, discoveries, improvements, designs, techniques, computer programs and other confidential processes and information and know-how, in each case whether capable of being registered, registered or unregistered and including applications for registration and all rights or forms of protection having equivalent or similar effect anywhere in the world and rights in the nature of unfair competition rights and rights to sue for passing off;
- Rights under licences, consents, orders, statutes or otherwise in relation to a right under sub-paragraph (i) above;
- Rights of the same or similar effect or nature as or to those in subparagraph (i) and (ii) which now or in the future may subsist;
- The right to sue for past infringements of any of the foregoing rights.
“Proprietary Information” means: any and all information which is possessed by or developed by the Customer which relates to the Customer’s existing or potential business or technology, which is generally not known to the public and which information the Customer seeks to protect from disclosure including, without limitation, all business plans, data (including financial, technical, personnel and sales data), systems, procedures, strategies, existing or proposed bids, costs, technical developments, existing or proposed research projects, designs, products, inventions, processes, algorithms, formulas, development, databases, electronic reproductions and transmissions, software programs (including the “look” and “feel” of such programs), know-how, customer lists, contact lists, business partner lists, Trade Secret, financial or business projections, investments, marketing plans, negotiation strategies, training information and materials, information generated for client engagements and information stored or developed for use in or with computers, together with any other information or material not listed above but which are or may be confidentially disclosed by the Customer to the Employee.
“Proprietary Rights” means all rights, benefits, title or interest in or to any patents, trademarks, copyrights, trade names, web-site names, service marks, brands, Trade Secrets, permits, licenses, franchises, right of confidential information, rights of creators and/or similar rights and privileges, and all other Intellectual Property Rights, Proprietary Information and knowledge, in any technology, computer systems, computer programs, computer software, devices, databases, formulae, including information in respect of any design, methodology, techniques, and documentation thereof, whether domestic or foreign, statutory and/or common law, filed or not filed, perfected or unperfected.
“Trade Secret” means all information possessed by or developed for the Customer, including, without limitation, a compilation, program, device, method, system, technique or process, to which all of the following apply: (i) the information derives independent economic value, actual or potential, from not being generally known to and not being readily ascertainable by proper means by other persons, who can obtain economic value from its disclosure or use and (ii) the information is the subject of efforts to maintain its secrecy that are reasonable under the circumstances.
“Confidential Information” means any information, including any Proprietary Information and/or Proprietary Rights, which is disclosed to the Employee by the Customer or that the Employee comes into knowledge of that is either designated as “confidential” or under the circumstances is reasonably understood to be confidential.
(b) Duty of non-disclosure of Confidential Information
- Except as required to perform the Employee’s obligations under the Job Assignment or as expressly authorized in writing on behalf of the Customer, the Employee shall not copy or reproduce in any form or on any media or device, use or disclose, directly or indirectly, or allow others access to any Confidential Information during the period of his Job Assignment with the Customer.
- Upon request by the Customer or following the termination or expiry of the Employment Contract, the Employee shall not use or disclose, directly or indirectly, any Confidential Information. This duty of confidentiality will survive the termination or expiry of the Employment Contract. This prohibition does not apply to Confidential Information after it has become generally known in the industry in which the Customer conducts its business. This prohibition also does not prohibit Employee’s use of general skills acquired during and prior to the commencement of the Job Assignment, as long as such use does not involve the use or disclosure of Confidential Information or Trade Secrets.
- In the event that Confidential Information is required to be disclosed pursuant to the governmental authority, law, regulation, duly authorised subpoena or court order, the Employee shall provide prior notice to the Company and the Customer of such disclosure, and the Employee shall if necessary, only disclose to the minimum extent required in order to comply with such authority, law, regulation, subpoena, order or requirement.
- The Employee will not disclose, publish or cause to be published any Confidential Information, articles, oral presentations, or materials related to the business or activities of the Customer, without obtaining the written consent required by Workmate or the Client.
- Upon termination of the Job Assignment, Employee will return to the Customer all drawings, blueprints, records or other papers which embody Confidential Information.
(c) Trade Secrets.
- During the Employee’s term of the Job Assignment, the Employee shall do what is reasonably necessary to prevent unauthorized misappropriation or disclosure and threatened misappropriation or disclosure of the Customer’s Trade Secrets. After the termination of his employment, the Employee shall not use or disclose the Customer’s Trade Secrets as long as they remain, without misappropriation, Trade Secrets.
(d) Obligations concerning Customers’ Intellectual Property
- The Employee accepts that the Customers are the legal and beneficial owner(s) of all the Customers’ Intellectual Property Rights (“Customers’ Intellectual Property Rights”) and the Employee unconditionally undertakes not do anything, cause to be done anything in any manner whatsoever, to cause the Customers’ Intellectual Property Rights to be affected, compromised, diminished or lost.
- The Employee agrees and undertakes with the Company:-
a) not to cause or permit anything which may damage or endanger the Customer’s Intellectual Property Rights or the Customer’s title to it or assist or allow others to do so;
b) not to challenge the validity of any of the Customers’ Intellectual Property Rights;
c) not to use the Customer’s Intellectual Property Rights except to perform the Employee’s obligations under the Job Assignment or as expressly authorized in writing on behalf of the Customer;
d) not to use the Customer’s Intellectual Property Rights in the name or corporate name of such Employee;
e) to indemnify the Company and/or the Customer for any use of the Customers’ intellectual Property Rights by such Employee otherwise than permitted in provision (d)(ii)(c) above;
f) to indemnify the Company and/or the Customer for any liability incurred to third parties for any use of the Customers’ Intellectual Property Rights by the Employee otherwise than permitted in provision (d)(ii)(c) above;
g) not to apply for registration of the Customers’ Intellectual Property Rights in such Employee’s name but to assist the Customer at the Customers’ expense any assistance it may require in connection with the registration of the Customers’ Intellectual Property Rights in any part of the world and not to interfere with in any manner nor attempt to prohibit the use or registration of the Customers’ Intellectual Property Rights or any similar name or designation by any other licensee of the Customer; and
h) to hold any additional goodwill generated by such Employee for the Customers’ Intellectual Property Rights or the Customers’ business as bare trustee for the Customer.
- The Employee agrees to assign and do hereby irrevocably and unconditionally assign the Customer (or any person designated by the Customer) all his/her rights, title and interest in and to all Intellectual Property Rights in and to all works prepared or completed by the Employee during the Job Assignment. The Employee confirms that the sole and exclusive right to exploit the same by any and all means in any territory belongs to the Customer absolutely free from any restriction or encumbrance and may be exercised by the Customer, its successors, assigns and licences in any territory. The Employee, if and whenever required so to do (whether during or after the termination of his/her Job Assignment), shall execute all instruments and do all things necessary for registering and vesting the aforesaid Intellectual Property Rights and all rights and title to and interests in the same in favour of the Customer absolutely and as sole beneficial owner, or in favour of such other person as the Customer may require. The Employee irrevocably appoints the Customer to be his/her attorney in his/her name and on his/her behalf to sign, execute or do any such instrument or thing and generally to use his/her name for the purpose of giving to the Customer or its nominee the full benefit of the provisions of this clause and in favour of any third party.:-
7. Termination of Employment
(a) An Employee is required to commit to the Job Assignment for the entire contract period stipulated in the Employment Contract. Be that as it may, the Employment Contract may be terminated by either party giving 1 day notice in writing which can be submitted in the Platform.
(b) In the event that an Employee fails to show up to work at a Job Assignment on any given occasion without giving a minimum 24 hours’ notice in writing, the said Employee shall be deemed to have resigned and the Employment Contract for the said Job Assignment shall be terminated forthwith
(c) The Company or the Employee reserves the right to terminate the Employment Contract without notice when the terms of the Employment Contract have been breached. An Employee is considered in breach of contract if, for no good reason, he/she is absent from work continuously for more than 2 working days without the Company’s approval and/or without informing and/or attempting to the Company of the reason.
(d) The Company reserves the right to terminate the Employment Contract without notice after its due inquiry, if the Employee commits an act of misconduct, including but not limited to the following:
- The Employee breaches the Client’s in-house policies or regulations;
- Employee commits an act of violence or an unlawful act;
- Employee performs work in a grossly negligent manner;
- Employee provided false information or misrepresented details in the job application;
- Employee commits an act that may adversely affect the reputation of the Company and/or the Customer, the Company/Customer’s affiliated companies or the Company/the Customer’s products and/or services.
8. Code of Conduct. The Employee MUST return all property belonging to Customer (including, but not limited to, security passes, project materials and other documents) by the last day of your service with the Customer. During the term of the Job Assignment, the Employee shall observe and comply with all written and/or verbal instructions, requests and directions given to the Employee by the Employee’s Supervisor or his/her assigned person(s). The Customer will furnish all necessary tools and equipment required to carry out the duties. The Employee is responsible for reporting to the Customer any unsafe condition or practice, and properly care for the tools and equipment furnished by the Customer. The Employee shall not use such tools and equipment for personal use. The Employee will be responsible for reimbursing the Customer for any provided tool or equipment damaged or lost due to proven negligence by the Employee
9. Indemnity. The Employee shall keep the Company fully and effectively indemnified against any and all losses, claims, damages, costs, charges, expenses, liabilities, demands, proceedings and actions which the Company may sustain or incur or which may be brought or established against it by the Customer or any other third party which in any case arise out of or in relation to or by reason of Employee’s negligence, recklessness, wilful misconduct, wilful non-compliance of the Customers’ requirements and instructions, and/or any unauthorized act or omission by the Employee.
10. Company Policies. The Employee shall comply with the Company policies and procedures, as may be revised from time to time.
(a) The Employment Contract is governed by, and shall be construed in accordance with, the laws of Singapore. Any dispute arising out of or in connection with the Employment Contract shall first be referred to the Tripartite Alliance for Dispute Management for dispute resolution. Failing which, parties hereby agree to submit to the exclusive jurisdiction of the Courts in Singapore.
(b) The Employment Contract constitutes the entire agreement and understanding between the Parties hereto relative to the subject matter hereof and supersedes any previous agreements or understandings whether oral or written.
(c) If any provision of the Employment Contract is held or interpreted by any governmental authority or court of competent jurisdiction to be illegal or invalid under present or future laws or regulations effective and applicable during the term of Your employment, such provisions shall be fully separable and this Employment Contract shall be construed as if such illegal or invalid provision had never comprised a part of this Employment Contract and the remaining provisions of this Employment Contract shall remain in full force and effect and shall not be affected by the illegal or invalid provision or by its severance from this Employment Contract.
(d) The Employment Contract shall not be amended or varied unless in writing and signed by both the Employee and the duly authorised signatory of the Company.
(e) The failure of the Company to exercise any of its rights under the Employment Contract for a breach thereof shall not be deemed to be a waiver of such rights or a waiver of any subsequent breach and the Company retains the right to exercise any of the said rights under this Employment Contract at a subsequent time. Additionally, if the Company waives any terms or provisions of this Employment Contract at any time, the waiver must be done in writing and will only be effective for the specific instance and the specific purpose for which the waiver was given.