Flex Client Terms of Service

Welcome to Indeed Flex (“Flex”)! We are a temporary staffing company which connects businesses that are looking to engage temporary staff on an ad-hoc basis to meet their particular requirements, such as covering events, (each such business being the “Client”) with individuals who are looking for ad-hoc opportunities to provide their services.

These Indeed Flex Client Terms of Service (“Flex Client Terms”) form a part of, and are incorporated into, the Indeed Terms of Service (the “Agreement”), and apply to any Client who accesses or uses Flex, or who otherwise indicates its acceptance of these Flex terms. These Flex Client Terms preside over the use by Clients of the services offered by Flex via Flex’s website, web application (accessible via the following URL https://indeedflex.com) and mobile applications. Such services, website and mobile applications are hereinafter together referred to as the “Service”. The Service is operated by Indeed Flex, Inc. 6433 Champion Grandview Way, Austin, Texas 78750.

Please read these Terms of Service carefully and in conjunction with any other agreement which may be in place between Flex and the Client, such as a Flex Force Software Agreement or Flex Service Level Agreement (if applicable), and the Indeed Flex Privacy Policy. Your use of the Service constitutes your acceptance of and agreement to all of the terms and conditions defined herein.

Flex reserves the right, from time to time, without notice, to change these Terms of Service at its sole discretion, and the latest version will appear on the Service with the date that it was last updated. By using the Service after any changes have been posted, you agree to the new terms. 

1. Definitions and Interpretation

1.1 The following definitions and rules of interpretation apply in these Terms of Service:

Account” means the Flex account you open when you register to become a Client and use Flex’s Service;

“Appoint” means the employment or engagement of any individual who is or was a Flexer by a Client or any of its affiliates whether directly or indirectly or through any employment business other than Flex as a direct result of any Engagement or introduction of that individual via the Service to the Client and the terms Appointed, Appoints or Appointment shall be construed accordingly’;

Assignment” means a description of services required that is posted by a Client on the Service which includes without limitation the pay rates, times and locations for the performance of those services;

“Engagement” means a Client’s engagement of a Flexer via the Service to provide Flexer Services in respect of any Assignment;

“Flexer” means an individual employed by Indeed Flex, Inc. to perform Flexer Services as defined in these Flex Client Terms;

Flexer Services” means the activities to be performed by Flexers during the course of any Engagement; 

“Introduction Fee” means the amount set out in Schedule One for the Flexer’s role;

“Relevant Period” means whichever of the following periods ends later, namely—

(a)the period of 8 weeks commencing on the day after the day on which the Flexer last worked for the Client pursuant to being supplied by Flex; or

(b) the period of 14 weeks commencing on the first day on which the Flexer worked for the Client pursuant to the supply of that Flexer to that Client by Flex.

In determining for the purposes of the above paragraph (b) the first day on which the Flexer worked for the Client pursuant to the supply of that Flexer to that Client by Flex, no account shall be taken of any supply that occurred prior to a period of more than 42 days during which that Flexer did not work for that Client pursuant to being supplied by Flex

“Service Fee” means the fee: (i) as defined in either the Flex Service Level Agreement or the Flex Force Software Agreement (as applicable); or (ii) as referenced on the Service, charged by Flex to the Client for an Engagement;

Shift” means one or more recurring periods in which a Flexer provides services in relation to a single Engagement;

“User” means anyone (including but not limited to a Flexer or a Client) that registers for an Account.

1.2 In these Terms of Service headings (including any sections and subsections) are for convenience only and do not affect interpretation.

1.3 References to “you” are a reference to a Client.

2. User Accounts

2.1 Clients are required to create an Account in order to use the Service. By joining, a Client confirms that it is legally capable of entering into binding contracts. Flex will provide you with login credentials and on-boarding information.

2.2 All User Accounts are associated with individuals. All Users are responsible for their Accounts, including making sure that all User details are correct and kept up-to-date and for ensuring that their password is secure. If a Client has any reason to believe that its Account is being used by anyone else, contact us immediately on customersuccess@indeedflex.com. If we believe that a Client’s Account has been compromised, we may suspend that account and will contact the Client to try and resolve the problem.

2.3 We may, at our sole discretion, refuse to register any person or entity as a User.

2.4 If you have any problems creating an account, logging into your Account or updating your details, please have a look at our FAQs or Contact Us on customersuccess@indeedflex.com.

3. Content on our Service

3.1 We may change or remove content, functionality or parts of our Service at any time.

3.2 The legal rights (including the intellectual property rights) in our Service and any content on it is owned by us, or licensed to us by third parties. Our Service and content is protected by international copyright laws and database rights. Save for the limited right to use the ordinary functionality of the Service as granted under these Terms of Service, nothing on our Service grants you any licence or right to use, alter or remove such material. You may not use our trade marks, logos or other intellectual property without our prior written approval.

3.3 From time to time, our Service may include links to other websites, applications or web properties. These links are provided for your convenience to provide further information. We have no control over, or responsibility for, the content of the linked websites, applications or web properties. If you choose to use such third party sites or services, you enter into an agreement with such third party alone at your own risk. When entering into an agreement with such parties, you are giving them your data directly and your rights and their obligations are determined by their privacy policies and terms of service. We are not responsible for any content or services provided by these third parties, and disclaim all liability from anything that may occur when you utilize such third parties. We are additionally not responsible for any payment that may be asked of you by such third party. 

3.4 We do not guarantee that the Service, or any content on it, will always be available or be uninterrupted. The quality of the Service may be affected by a number of factors including, for example, network connection and internal network, as well as any interference or maintenance work. If a disruption or disturbance occurs on the Service or a part of it or if the Service or a part of it is temporarily out of use or inoperative due to repair or maintenance work, updates or reasons beyond our control (force majeure), you accept that such interruptions, disturbances or disruptions do not constitute a defect or delay of or in the Service, and, to the extent permitted by law, we shall not be liable for any consequences of or damages resulting from such interruptions, disturbances or disruptions. We or a third party shall seek to repair the problems or failures as soon as possible and to restore the Service to use as soon as possible under the circumstances. We have the right to update the software included in the Service from time to time.

3.5 Your access to our Service may also be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. We will endeavour to restore the Service as soon as we reasonably can.

3.6 We do not guarantee that the Service, or any content on it, will be free from errors or omissions.

4. User License

4.1 We allow Clients to post descriptions of Assignments (which may include, for example, pictures, text, information and/or other types of content) (the “Content”). You understand and agree that Content may also include information you create, edit, or select from templates provided during your use of Services.

4.2 You hereby grant Flex and its affiliates an unrestricted, irrevocable, worldwide, non-exclusive, royalty-free, perpetual licence to use, reproduce, modify, adapt, create derivative works from, publish, transmit, communicate to the public, perform and display any of your Content in connection with the provision, operation, maintenance, development, marketing and improvement of the Service and for other business needs of Flex. You accept that this means that we are able to use and exploit the Content in any manner and by any means, method or technology (whether now known or hereafter created) and for such purposes (including but without limitation to promoting part or all of the Service). This section does not affect your rights nor our obligations under the Flex Privacy Policy.

4.3 You irrevocably and unconditionally waive any and all moral rights in any Content.

4.4 You are solely responsible for your Content and the consequences of posting or publishing it. We do not endorse any Content or any opinion, recommendation, or advice expressed therein. You also acknowledge that we have no liability in connection with the Content and we cannot guarantee and will not be liable for any unauthorized copying, distribution or use of your Content.

4.5 By uploading and publishing your Content you warrant, represent and undertake that you are the creator and owner of the Content, have the right to grant us the rights contained in these Terms of Service and that you will comply with all your obligations regarding uploading content to our Service including without limitation those set out at clause 5.1, below. You warrant that the Content is accurate and complete in all material respects and you have (and will continue to have during your use of the Service) all necessary licences, rights consents and permissions which are required to enable us to use your Content as contemplated by these Terms of Service.

5. Your use of our Service

5.1 You agree that you will not:

(a) impersonate any other person, conduct yourself in an offensive or abusive manner, or use the Service for any unlawful purposes;

(b) fail to deliver the payment for the Flexer Services rendered to you;

(c) advertise or offer to sell any goods or services for any commercial purpose through the Service which are not relevant to the services offered via the Service;

(d) use the Service to solicit for any other business or service, or contact Flexers for employment (or any other purpose) not related to use of the Service as envisaged by these Terms of Service;

(e) post the same Assignment repeatedly;

(f) use virtual private networks, false email addresses or any other means to mask your identity;

(g) attempt to access the accounts of other Users or upload, share or submit content containing any spyware, adware, viruses, corrupt files, worm programs or other malicious code designed to interrupt, damage or limit the functionality of or disrupt any software, hardware, telecommunications, networks, servers or other equipment, Trojan horse or any other material designed to damage, interfere with, wrongly intercept or expropriate any data or personal information;

(h) disable or modify any copy protection technology used on the Service;

(i) abuse or manipulate the rating/review system on the Service;

(j) alter or modify, translate, adapt, merge, make derivative works of, decompile, disassemble, reverse compile, reverse engineer or otherwise attempt to derive the source code for any part of the Service or any of the Services;

(k) collect, harvest or ‘scrape’ any data from any web pages contained in the Service;

(l) upload, share or submit content that is or may be interpreted as obscene, indecent, pornographic, sexually explicit, libelous, maliciously false, inaccurate, misleading, depicting violence (in an explicit, graphic or gratuitous manner) offensive, deceptive, threatening, abusive, harassing, menacing, hateful, discriminatory or cause annoyance, inconvenience or needless anxiety to any person or be in breach of hate speech or discrimination legislation;

(m) upload, share or submit any content that infringes any proprietary rights of any third party including any patent, copyright, moral right, database right, trade mark right, design right, trade secret rights in passing off, rights of privacy, publicity, confidence, or under data protection legislation or other intellectual property law;

(n) upload, share or submit any content that is false, deceptive, misleading, deceitful, false, inaccurate or akin to a ‘bait and switch’ offer;

(o) do or omit to do anything which would bring us, the Service, our suppliers or other Users into disrepute or in any way damage our or their reputation; or

(p) interfere with another User’s use and enjoyment of the Service in any other manner that could damage, disable, over burden or impair the Service;

(q) send messages in violation of US CAN-SPAM Act or any other applicable anti-spam law.

5.2 We may suspend, restrict or terminate your Account and/or your access to the Service if we believe that you have breached these Terms of Service. This does not limit our right to take any other actions against you that we consider appropriate to protect our rights.

6. Client’s Payment Obligations

6.1 Clients agree to pay to Flex:

(a) the total amount payable in respect of any Engagement;

(b) the Service Fees for using the Service in accordance with the Client’s Service Level Agreement or the Flex Force Software Agreement (as applicable) with Flex; and

6.2 Where applicable, Flex shall charge Sales Tax to the Client at the prevailing rate.

6.3 Clients who pay on weekly invoice agree to the following:

(a) Clients acknowledge that Flexers’ timesheets are calculated automatically from the time a Flexer logs on to the Service to attend their Engagement or Shift (as applicable), and until such time as he/she logs off having completed his/her Shift/Engagement. Clients agree that all timesheets for the preceding week must be approved by the Client by 11.59PM CST on the following Tuesday. Where the Client fails to approve a timesheet on time, such timesheet shall be deemed to have been approved by the Client and the Client shall be liable to pay for all of the time recorded on such timesheet.

(b) Every Wednesday (unless it is a US public holiday, in which case on the next working day) Flex shall provide the Client with an invoice setting out the details of all the Shifts/Engagements completed by Flexers engaged by the Client for the preceding week (for the avoidance of doubt, this means all Shifts/Engagements completed between 00:00 on Monday until 23:59 on Sunday during the same week).

(c) All additional expenses (such as food and travel) shall be clearly set out on any invoices submitted to the Client and invoiced to the Client after the Engagement/Shift has been completed.

(d) Unless otherwise agreed, the Client shall pay all invoices by bank transfer within 14 (fourteen) days of the date of an undisputed invoice in the currency in which the invoice is rendered. Any amounts not paid when due shall bear interest until paid at the monthly rate of 4% above the then current U.S. Federal Funds Rate.

(e) Flex may, with or without notice, suspend or terminate the Client’s access to the Service if the Client is more than fourteen (14) days late in paying any undisputed invoice.

6.4 Clients who book with a Debit or Credit Card via the platform agree to adhere to the following:

(a) Clients acknowledge that Flexers’ timesheets are calculated automatically from the time a Flexer logs on to the Service to attend their Engagement or Shift (as applicable), and until such time as he/she logs off having completed his/her Shift/Engagement. Clients agree that all timesheets for the day must be approved by the Client the following day from when the shifts start at 18:00 CST. Where the Client fails to approve a timesheet on time, such timesheet shall be deemed to have been approved by the Client and the Client shall be liable to pay for all of the time recorded on such timesheet.

(b) You understand and authorize 120% of the total payable amount for the booking created on platform will be preauthorized from the payment card 2 days before the start time of the booking at midday.

(c) The actual amount calculated based on the timesheet will be deducted from the payment card 3 days after the start date of the booking at 9am.

(d) For all matters including chargebacks, refunds and disputes the Client shall use Flex only as their point of contact.

7. Terms of Engagements

7.1 In respect of each Engagement, Flexers shall be engaged by Flex in an at-will employment relationship. Flexers perform a Client’s specific work according to that Client’s direction for the duration of each Engagement. Flex and its affiliates are not responsible for the actions, omissions, negligence or misconduct of Flexers or Clients.

7.2 When posting an Assignment (or at any time following a request from Flex for the same), the Client will provide Flex with details of:

(a) the date on which the Client requires the Flexer to commence work and the duration, or likely duration, of that work;

(b) the position which the Client is seeking to fill, including the type of work the Flexer would be required to do, the location at which, and the hours during which, the Flexer would be required to work.

(c) the hourly rate at which the Flexer will be paid;

(d) the experience, training, qualifications and any authorization which the Client considers necessary, or which are required by law, or any professional body, for the Flexer to possess in order to work the Engagement;

(e) any expenses payable by or to the Flexer; and

(f) any information reasonably required by Flex in order for Flex to fulfil its obligations under the state or federal laws.

7.3 The Client agrees that the hourly rate at which each Flexer is paid for any Engagement shall be no less than the minimum wage rate under applicable laws as amended from time to time.

7.4 At the time when a Flexer applies for an Engagement, the Client shall have access to the following information:

(a) the identity of the Flexer;

(b) the Flexer’s experience, training, qualifications and authorizations which are necessary for the Engagement;

(c) that the Flexer is willing to carry out the Engagement.

7.5 The Client shall in respect of any Engagement provide each Flexer with appropriate on-site health and safety training, as may be required by law or otherwise. This includes but is not limited to providing a workplace free from serious recognized hazards and complying with all standards, rules and regulations issued under the U.S. Occupational Safety and Health Act or by the U.S. Occupational Safety and Health Administration.

7.6 The Client shall not, during the course of any Engagement, direct a Flexer to work other than in accordance with the terms of the relevant Assignment (as posted by the Client on the Service).

7.7 The Client acknowledges and agrees that a Flexer may cancel an Engagement at any time without any prior notice and without any liability on the part of Flex.

7.8 The Client shall seek Flex’s prior written approval for any changes (which are not cancellations) to the terms of any of its Assignments and Flex may, in its sole discretion, approve or reject such request. Any request for changes to an Assignment must be submitted no later than 24 hours prior to the commencement of the relevant Shift or Engagement. 7.9 Cancellation of an Engagement by the Client within 24 hours or less before the commencement of an Engagement is subject to a charge equal to the sum of two (2) hours of Flexer’s time (for cleaner role), four (4) hours of Flexer’s time (for non-chef, non-cleaner roles) or six (6) hours of Flexer’s time (for chef-based roles) each calculated in accordance with the hourly rate agreed under the terms of the Engagement.

7.10 Client requests to change or cancel an Engagement must be submitted to Flex’s customer service via the Service. Alternatively, requests may also be submitted via email at customersuccess@indeedflex.com.

7.11 The Client acknowledges that a Flexer may refuse to work past the contracted times agreed under the terms of an Engagement. Where the Flexer agrees to work overtime, such overtime shall be payable by the Client. The Client shall be liable to pay for all expenses reasonably incurred by the Flexer as a result of working overtime (including without limitation food and travel expenses).  The Client shall be liable to pay for all tax and workers comp costs, including, but not limited to FICA, FUTA, SUTA, and Workers compensation. 

7.12 All additional expenses (such as food and travel) shall be clearly set out on any invoices submitted to the Client and invoiced to the Client.

7.13 Flex assumes responsibility for the payment of remuneration to Flexers and the deduction and payment of all tax related to all income taxes and all payroll taxes, as required by law.

7.14 The Client acknowledges that where the terms of the Engagement stipulate that the Flexer will be engaged for less than two (2) hours (for cleaner role), four (4) hours (for non-chef based roles) or six (6) hours (for chef-based roles), the Client shall be charged as if such Engagement was for two (2) hours (for cleaner role), four (4) hours (for non-chef based roles) or six (6) hours (for chef-based roles) (each charged at the hourly rate as set out in the relevant Assignment) and will also be charged a Service Fee on the same.

7.15 The Client shall, in its sole discretion, determine whether it shall be present or not when the Engagement/Shift is performed and/or completed. Clients who choose not to be present to oversee the performance of the Engagement/Shift may appoint another person to act on their behalf (“Client’s Agent”), in which case the Client must notify Flex in writing of any such appointment. The Client also acknowledges that Flexers may take and follow instructions given by the Client’s Agent as if such instructions were given by the Client. The Client agrees that such instructions are valid and enforceable against the Client and the Client’s Agent and the Client shall assume all responsibility and liability for such instructions. 

7.16 The Client shall not, unless specified in the Assignment, cause or permit Flexers to handle or have access to cash or other valuables (including but not limited to any intangibles, such as confidential or personal data) during any Engagement. The Client shall safeguard and control Client’s own premises, processes, and systems, and not entrust Flexers with unattended premises, cash, checks, keys, credit cards, merchandise, negotiable instruments, confidential or personal data, or other valuables. The Client further agrees that it shall maintain industry level security in protecting its data. The Client acknowledges that in all cases, the Client shall have sole responsibility for any loss suffered as a result of the Flexer’s handling of the aforementioned cash or other valuables in question.

7.17 The Client shall not cause or permit any Flexer to use a motor vehicle for any business purpose in connection with an Engagement unless the Client has satisfied itself that adequate third-party insurance coverage is in place with respect to any such Flexer. The Client hereby agrees to indemnify and, at all times, keep indemnified Flex and any of its Group Companies against any liability (whether in respect of any insured risk or otherwise) that may arise out of, relate to or be in connection with any Flexer’s use of any motor vehicle for any purpose requested by the Client. The Client shall, at the time it posts the Assignment, notify Flex of the requirement (if any) to use a motor vehicle for any business purpose in connection with that Assignment.

7.18 The Client agrees that Flex may call or text it to facilitate the performance of any of your Engagements. Client further agrees that Indeed Flex may communicate with it or initiate communication with it on behalf of itself or Flexers. Communication may be through Client’s Indeed Flex account or through other means such as email, telephone (including mobile phone), or postal mail, including through the use of contact information that you may provide to Indeed Flex. By providing Indeed Flex with a mobile phone number, Client expressly consents to receiving communication via such mobile number. When Client gives Indeed Flex a mobile number and consent to receiving communication, such communications may be revoked. To revoke consent at any time, Client must notify its Indeed Flex representative by emailing customersuccess@indeedflex.com. Client may also revoke consent by terminating its agreement with Indeed Flex.

8. Flexers

8.1 As part of its Service, Flex will use reasonable endeavours to confirm the Flexer’s identity and verify that the Flexer has commensurate skills, qualifications and experience to apply for Assignments and undertake Engagements with the Clients. Notwithstanding the foregoing, Flex shall not be liable or responsible to the extent it has been provided with misleading, incorrect, inaccurate, false or fraudulent information by a Flexer.

8.2 It is the Client’s responsibility to supervise the Flexer(s) assigned to their Engagements and to ensure that the Flexer(s) provide the Flexer Services in accordance with the Client’s reasonable instructions and to the Client’s reasonable satisfaction.

8.3 Should any Flexer Services prove to be unsatisfactory, Flex may (at its sole discretion) reduce or cancel the Service Fee charged for the time worked by that Flexer, provided that the Flexer leaves the Engagement immediately and in any case within:

(a) four (4) hours of the Flexer commencing his Engagement where the Engagement is for more than seven (7) hours; or

(b) two (2) hours of the Flexer commencing his Engagement where the Engagement is for seven (7) hours or less;

and provided that the Client notifies Flex in writing of the same within 48 hours of the Flexer leaving that Engagement.

8.4 The Client acknowledges that the Flexer is not authorised or permitted by Flex to enter into any contract with the Client purporting to be made by or on behalf of Flex, or to make any statements or representations to the Client purporting to be made by or on behalf of Flex and/or receive loans or advances on wages from the Client.

8.5 All Flexers begin with a 5-star rating, which only applies until the Flexer completes their first Engagement and receives a rating from a Client. Ratings reflect the cumulative feedback provided by third-party Clients about a Flexer and are submitted after the Flexer completes an Engagement for the Client. Ratings do not include analysis, performance reviews, or employee feedback conducted by Flex. 

9. DISCLAIMERS AND LIMITATION OF LIABILITY 

9.1  FLEX EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY REGARDING PERFORMANCE OF THE SERVICES OR LACK THEREOF, ENGAGEMENT OF FLEXERS VIA THE SERVICES OR AVAILABILITY OF THE SERVICE. FLEX EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES INCLUDING WITHOUT LIMITATION NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PURPOSE. FLEXERS PERFORM THE SERVICE UNDER THE DIRECTION OF THE CLIENT AND FLEX DISCLAIMS ALL WARRANTIES RELATED TO THE SERVICES PROVIDED BY THEM OR ANY INTERACTION BETWEEN THEM AND THE CLIENT. 

9.2  UNDER NO CIRCUMSTANCES WILL FLEX’S LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE AGGREGATE FEES RECEIVED UNDER THIS AGREEMENT. FLEX IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOST FEES OR PROFITS, ATTORNEYS’ FEES OR OTHERWISE) WHETHER ARISING IN CONTRACT, TORT OR OTHERWISE, EVEN IF NOTIFIED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES.

9.3 EXCEPT FOR INDEMNIFICATION AMOUNTS PAYABLE TO THIRD PARTIES HEREUNDER, TO THE FULLEST EXTENT PERMITTED BY LAW: (a) NEITHER PARTY WILL BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHETHER IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY; AND (b) EACH PARTY’S AGGREGATE LIABILITY TO THE OTHER IS LIMITED TO AMOUNTS PAID OR PAYABLE TO FLEX BY YOU FOR THE SERVICES GIVING RISE TO THE CLAIM.

9.4 For avoidance of doubt, Flexers engaged via the Service perform the Engagements under the direction of the Client. Flex provides matchmaking and platform services only and you agree that Flex has no responsibility for any other aspect of service delivery or interaction between Flexers and Clients.

10. Agency Regulations, Conduct Regulations and Other Applicable Law

10.1 Clients hereby warrant that they do and shall, at all times, comply with all relevant local, state and federal statutes, laws, and regulations under applicable law.

10.2 Clients shall at all times comply with their obligations under all applicable law, and shall ensure that any subcontractor or other intermediary (including any Group Companies of the Client, any subcontractor, or other intermediary) shall at all times comply with their obligations under applicable law. This includes but is not limited to: the Equal Employment Opportunity Act (42 U.S.C. 2000e, et seq.), the Americans With Disabilities Act (42 U.S.C. 12101, et seq.), the Age Discrimination in Employment Act (29 U.S.C. 621, et seq.), Occupational Safety and Health Act, and the Fair Labor Standards Act.  In the event that any Flexer brings any complaint, claim, action, or proceeding regarding unlawful action, Client and Flex agree to cooperate fully and to provide assistance to the other party in the prompt investigation and resolution of such complaint.  Further, if an Assigned Worker needs or might need an accommodation, pursuant to the Americans with Disabilities Act (“ADA”), then FLEX, CLIENT, and the Assigned Workers will engage in an informal, interactive process, and CLIENT shall make available reasonable accommodations. Unless otherwise agreed upon in writing, Client shall be responsible for any costs associated with providing the reasonable accommodation.

10.3 If either you or Flex receive an allegation that there has been a violation of local, state, or federal law or regulation in relation to the supply of a Flexer to the Client using the Service, the receiving party shall provide a copy of that allegation to the other party within seven days of receipt. The parties shall cooperate with each other in responding to that allegation, including by supplying any information which may be reasonably requested by the other and complying with any reasonable requests in relation to the contents of any response.

11. Compliance with Applicable Laws

11.1 By accessing or using Indeed Flex, you signify your assent to this Agreement and agree to comply with all applicable laws and regulations, including U.S. or other export and re-export control laws and regulations, copyright laws and other laws regarding intellectual property. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo, sanctions, or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; (b) on any of the U.S. government lists of restricted end users; or (c) the subject of sanctions consistent with U.S. law imposed by the government of the country where you are using Indeed. If (a), (b), or (c) applies to you, you may not use the Indeed Flex Services, and Indeed Flex may terminate this Agreement and your access to the Site and Services without any further obligations to you whatsoever. The materials on the Site are provided with “Restricted Rights.” Use, duplication, or disclosure by the Government is subject to restrictions as set forth in applicable laws and regulations. Use of the materials by the Government constitutes acknowledgment of Indeed’s proprietary rights in them.

12. Indemnity

12.1 Each Party  hereby acknowledges and agrees to indemnify and keep indemnified the other Party , each of other Party’s Group Companies and each of its and their officers, directors, agents and employees against any claim or demand, including legal fees and costs, made against us by any third party (including a Flexer) due to or arising out of the indemnifying Party’s  negligence, misrepresentation or breach of these Terms of Service, or the indemnifying Party’s  failure to comply with any law or the rights of a third party (including but not limited to a Flexer) in the course of using the Service.  

12.2 Flex can apply any funds owed to you against any liabilities you owe to Flex or loss suffered by Flex as a result of your non-performance or breach of these Terms of Service.

13. Insurance

13.1 At all times during the term of this Agreement, both Parties  will maintain, at their own expense, the following insurance: 

  1. Commercial General Liability: A minimum of $1,000,000 per occurrence/$2,000,000 aggregate, including premises, products, completed operations liability and personal injury, contractual liability and broad form property damage liability coverage for bodily injury or property damage. Each Party  will list the other Party as an additional insured under this policy.
  2. Workers’ Compensation: Statutory Limits or a minimum of $1,000,000 per occurrence, whichever is greater, including occupational illness or disease coverage, or other similar social insurance in accordance with the statutory laws of the exercising jurisdiction where services are being rendered. As it pertains to the Assigned Workers provided by Flex, Client will be listed as an alternate employer on Flex’s policy and both Parties will extend a waiver of subrogation under their respective policy and employer’s liability policy below (Section 13.1 (c)).
  3. Employer’s Liability: A minimum of $1,000,000 per occurrence.

13.2 In addition, at all times during the term of this Agreement, Flex will maintain, at its own expense, the following insurance:

  1. Errors and Omissions / Professional Liability Insurance: A limit of $1,000,000, covering the liability for financial loss due to error or omission. Flex will maintain such coverage or exercise an extended reporting period for at least three years after completion of the services pursuant to this agreement.
  2. Excess/Umbrella Liability: A limit of $5,000,000 on a follow form basis of the underlying policy coverages for commercial general liability and employer’s liability.

14. Transfer Fees

14.1 If, within the Relevant Period and following the supply of a Flexer by Flex to the Client, the Client or any of its Group Companies Appoints any individual who is or was a Flexer, the Client will pay Flex the Introduction Fee.

14.2 Instead of paying the Introduction Fee, the Client may hire or continue the hire (as appropriate) of the Flexer for a further period of the number of weeks as set out in Schedule Two for the Flexer’s role (the “Extended Assignment”) before it Appoints the Flexer other than through Flex (and, in which case, the Client shall give written notice to Flex that it intends to do so).

14.3 Where the Client decides to have the Flexer supplied by Flex for the Extended Assignment:

(a) the fees payable by the Client to Flex in respect of the Flexer during the Extended Assignment shall be those applicable immediately before Flex received the Client’s notice of election;

(b) at the end of the Extended Assignment, the Client may Appoint the Flexer without paying the Introduction Fee; and

(c) if the Client chooses an Extended Assignment, but Appoints the Flexer before the end of the Extended Assignment, the Introduction Fee may be charged by Flex, reduced proportionately to reflect the amount of the Extended Assignment paid for by the Client.

14.4 If, within the Relevant Period, where the Client introduces the Flexer supplied by Flex to a third-party that goes on to employ the Flexer the Client may pay the Introduction Fee.

14.5 If, within the Relevant Period, where the Client decides to switch supplier but wishes to keep the Flexer supplied by Flex via the secondary supplier the client may pay the Introduction Fee.

15. Dispute between Flexers and Clients

You acknowledge and agree that in the event that a dispute arises between you and any Flexer in relation to any Assignment/Engagement/Shift you will Contact us on customersuccess@indeedflex.com before taking any action. 

16. Other Important Terms

16.1 In the event of conflict between these Terms of Service, the Flex Force Agreement/Service Level Agreement (if applicable) and the Flex Privacy Policy, the following order of precedence shall apply: (i) the Flex Privacy Policy (ii) the Flex Force Agreement/Service Level Agreement (if applicable); and (iii) these Terms of Service.

16.2 If any provision or part-provision of these Terms of Service is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms of Service.

16.3 Nothing in these Terms of Service is intended to, or shall be deemed to, establish any partnership or joint venture between Flex and any Clients, constitute either Flex or any Client the agent of the other, or authorise either Flex or any Client to make or enter into any commitments for or on behalf of the other.

16.4 This contract is between you and Flex. Save for Flex’s Group Companies and the officers, directors, agents and employees of Flex and its Group Companies upon which rights are conferred by these terms (and who may enforce those rights directly against you), no other person has any rights to enforce any of its terms.

16.5 You may not assign, sub-licence or otherwise transfer your rights or obligations under these terms to anyone else. You agree that we may assign or transfer any of our rights or obligations under these terms.

16.6 If Flex delays exercising or fails to exercise or enforce any right available to it under these Terms of Service, such delay or failure does not constitute a waiver of that right or any other rights under these Terms of Service.

16.7 Flex may suspend, withdraw, discontinue or change all or any part of the Service without notice.

16.8 These Terms of Service, together with any documentation referenced within them, constitute the entirety of the agreement between you and Flex.

16.9 Any notice or other communication given to a party under or in connection with these Terms of Service shall be in writing and shall be (i) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or (ii) sent by email to the address specified in the Client’s Account, Service Level Agreement or Flex Force Software Agreement (as applicable). Notices will be deemed given 24 hours after the email is sent (if sent by email) or the third day after the date of mailing (if sent by post).

16.10 These Terms of Service and any dispute arising out of or in connection with or related to these Terms of Service (“Dispute”) will be governed as to all matters, including, but not limited to the validity, construction and performance of this Agreement, by and under the laws of the State of Texas, United States of America, without giving effect to conflicts of law principles thereof. All Disputes are to be settled by binding arbitration in the state of Texas. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. The arbitrator may grant injunctions or other such necessary relief, and the decision of the arbitrator shall be final, conclusive and binding on the Parties. Judgment may be entered on the arbitrator’s decision in any court of competent jurisdiction. Flex’s rights and obligations under this arbitration provision shall inure to the benefit of any consumer reporting agency that provides information to Flex regarding a candidate or employee, regardless of whether the consumer reporting agency is named as a co-defendant or named individually in a claim that would otherwise be subject to this arbitration provision if brought against Flex.

17. Contacting Flex

17.1 Flex’s office is located at 6433 Champion Grandview Way, Austin, Texas 78750. 

Schedule One – Introduction Fees

Roles
All Roles
Introduction Fees
$1000 per candidate

Schedule Two – Extended Assignment

RolesExtended Assignment
All roles12 weeks

Terms for Promotions and Offers

Referral Bonus (for Job Seekers)

* If an existing Job Seeker refers a friend using the referral code created in the app, we will give the referrer a $20 referral bonus when the referred friend redeemed the code and completed a shift within 30 days.

* To benefit from the referral offer, the existing Job Seeker must use the referral code created in the app.

* The existing Job Seeker will only receive their referral voucher once the referred Job Seeker has completed the first shift after code redemption within 30 days.

* The referral code must be redeemed BEFORE the first shift.

* Referral bonus will not be issued for installations of the app. Flex will only accept referrals for new Job Seeker who have not done their first shift.

* Referral vouchers cannot be used in conjunction with any other marketing offer or promotion.

* Referral vouchers are issued on and limited to a one per account basis.

Client Referral Scheme for Existing Clients

* You must be a verified employer on our app having completed and paid for at least one shift with us.

* You cannot refer someone from your own company, it must be a different company who is not already a client verified with Flex.

* Once your referred company is successfully verified, completed and paid for their first shift, you will receive $100 credit on your Flex account to use towards your next booking.

* Your credit is valid for 45 days after receipt and applies to all future bookings from that date.

For other marketing promotion Terms and Conditions, see https://indeedflex.com/marketing-terms-and-conditions/