Terms of Service for Clients - Meet Genie

Our Terms of Service for Clients

Welcome to Genie! 

These Terms of Service (“Terms”) explain the basis on which you may access and use the Genie platform and our AI Genie ‘Bot’, which can be accessed via our website as www.meetgenie.co, our mobile and desktop applications, and via certain other third party sites and/or platforms (collectively, “Genie”). 

Genie is brought to you by Meet Genie Limited, a company registered in England and Wales with registered office at West Bush House, Hailey Lane, Hertford Heath, Hertfordshire, United Kingdom, SG13 7NY (“we”, “us” or “our”).

By registering for a Genie account, undergoing the ‘onboarding’ process, or otherwise accessing or using Genie, you agree to be bound by these Terms, as may be amended by us from time to time. If you do not agree to these Terms, you must not click ‘accept’ and you must stop using Genie immediately.

Where you enter into these Terms on behalf of a company or other legal entity (whether incorporated or not) you warrant to us that you have the right to bind such company or entity to these Terms. Unless we have been informed otherwise, we are entitled to treat your acceptance of these Terms as your company’s acceptance of these Terms. 

These Terms incorporate our Privacy Policy, Cookie Policy, Acceptable Use Guidelines, Equality Policy and any other documents referenced therein, each of which you also agree to be bound by when you register for a Genie account, undergo the ‘onboarding’ process, or otherwise access or use Genie.

Definitions

For convenience, in these Terms:

Genie platform

Genie is a platform which acts like an automated talent agent, enabling registered Clients seeking to engage freelance contractors to publish Briefs, and to communicate and transact directly with Talent. 

As the provider of the Genie platform, we do not provide, control, manage, offer, deliver or supply any Freelance Services. Clients alone are responsible for their Briefs and engaging Talent. Talent alone are responsible for provision of the Freelance Services. When a Client and Talent make or accept an engagement via Genie, they are entering into a contract directly with each other. We are not a party to any contractual relationship between Clients and Talent, nor do we act as an agent in any capacity for any Talent (except as otherwise specified in the Payment Terms).

While we make every endeavour to identify and select Talent whom we consider are best suited for your Briefs and/or engagements, we have no control over and cannot guarantee:

We shall not be responsible or liable for any unavailability or unsuitability of Talent or Freelance Services, or for any acts or omissions of Talent before, during or after an engagement. We do not endorse any Talent or Freelance Services. 

The Genie platform may contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. We are not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. 

Your use of Genie 

You agree to comply with:

You agree that you will not copy, decompile, modify, adapt or reverse engineer any part of Genie, allow others to use or access Genie, or use Genie in any manner that may be unlawful or that breaches our Acceptable Use Guidelines.

All intellectual property rights (including copyright, rights in data, trade marks and any patents or patent applications) in and to Genie and our services, and all associated goodwill, belong exclusively to us (or our respective licensors). You have no rights in or to Genie other than the right to use Genie in accordance with these Terms.

To the extent that the existence or use of Genie or any related service may infringe any law of a territory other than England and Wales, you are prohibited from such activity and this provision shall override all other provisions of these Terms.

We reserve the right to terminate your right to use Genie or terminate these Terms at any time for any reason (in our absolute discretion), including misuse of Genie by you. On termination, all rights granted to you under these Terms shall terminate immediately.

We may monitor, edit or remove any content made available by you or your use of Genie that, in our opinion, breaches the letter or spirit of these Terms, or for any other lawful reason, at any time.

Variation

We may change these Terms at any time by notifying you of a change when you next access Genie. The new terms may be displayed on-screen or be emailed to you, and you may be required to read and accept them to continue to use Genie.

Account Registration 

Once you’ve registered for an account, you will be able to access and use Genie. If you are registering a Genie account for a business, organisation or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.

When registering, you must provide accurate and complete information as requested in the registration form, including the provision of your account details on any third party websites or social media platforms that may be required. Once you have been successfully registered, you may access Genie through such third party websites or platforms through which Genie makes its services available. 

You are responsible for maintaining the confidentiality of the username and password and for all activities that take place in connection with Genie using your account, including use of the account by a third party. You must not do anything that may assist anyone who is not registered to gain access to your Genie account. You agree immediately to notify us in writing of any actual or suspected unauthorised use of your password or account or any suspected breach of security.

You may not use another person’s Genie account at any time without our permission. Following registration, we may allow you to access Genie in accordance with these Terms.

You may not register more than one Genie account unless we authorise you to do so. You may not assign or otherwise transfer your Genie account to another party.

Onboarding

You will be invited to use Genie by way of an email, which will contain a link to our onboarding typeform. During the onboarding process, we will ask you a series of questions about your organisation, which will allow Genie to build and generate your profile on the platform.

Once you have completed onboarding, Genie will send you an email with your password and username to log-in to your new Genie account.

You confirm that all information you provide (or have provided) to us during the onboarding process is accurate and complete information.

Terms specific for Clients

As a Client, you may use Genie to:

You are responsible for ensuring that any information contained in a Brief is accurate, clear and complete and, in particular, includes:

When submitting Briefs and using Genie, you agree to abide at all times with your your obligations under the Acceptable Use Guidelines and/or the Equality Policy.  In addition, you agree:

By accessing or using Genie, you warrant and represent to us that:

You have all necessary consents and licences required to comply with these Terms and engage Talent for the Briefs and/or engagements you offer.

Cancellations and Amendments

You have the option to cancel a Brief or engagement at any time, subject to the following provisions:

Talent may cancel an engagement they have agreed to carry out at any time before it begins, without financial penalty, via the Genie app. 

You have the option to amend a Brief or engagement at any time, subject to the following provisions:

Talent suitability

While we make every endeavour to identify and select Talent whom we consider are best suited for your Briefs you are fully responsible for taking up references; satisfying yourself as to the suitability, availability and ability of Talent; and ultimately engaging Talent. 

We shall not be responsible or liable for any unavailability or unsuitability of a Candidate, the completeness or accuracy or information made available by a Candidate or the performance of Talent.

Engaging Talent

If you engage Talent, you agree that you shall be responsible for:

Invoicing and Payment Terms

Talent Fees

As between us (and unless otherwise expressly agreed in writing), you are solely responsible for the payment of all remuneration which is due to Talent that are engaged to carry out Freelance Services (“Talent Fees”), and shall be responsible for and account for all applicable taxes, national insurance and other social security contributions and duties as required by applicable law, including any relevant deductions from the Talent Fees and any employer National Insurance Contributions, and shall indemnify us for any losses, costs, damages, expenses or penalties (including our legal fees and expenses) that we may suffer as a result of your failure to do so. 

Our Fees

You shall pay us certain fees for your use of Genie and for Talent engaged through your use of Genie.  We charge:

If, during the six month period following completion of any Freelance Services, you subvert the Genie platform and directly engage Talent on a further temporary or contractor basis (for a period of less than 12 months), we reserve the right to charge the Genie Fee in respect of that further engagement.

Invoicing and Payment

For each engagement, you will be able to choose whether to be invoiced for the Freelance Services directly by the Talent (“Direct Invoicing”), or whether to have the invoicing process handled by Genie for an additional fee (“Genie Invoicing”).

Direct Invoicing 

The Talent will address and send all invoices directly to you for Talent Fees payable in respect of Freelance Services. Talent will provide us with a copy of any invoices submit to you, to allow us to calculate the applicable Genie Fee owed by you to Genie (the “Genie Fee”).

We will typically invoice you for the Genie Fee at the end of the Talent’s engagement, or if engagement continues for more than one month, we reserve the right to invoice you on 28th of every month for the Genie Fee payable in respect of the preceding monthly period.

Genie Invoicing

Once Freelance Services have been provided, each of the Talent and the Client will be asked to confirm the applicable Talent Fees payable by Client to Talent, via their respective Genie accounts. Genie will then generate an invoice addressed to you for both the Talent Fees and the applicable Genie Fee. Our third party payment service provider may handle the invoicing procedure and process payment of your Talent Fee.

We will do everything we can to ensure the payment process runs as smoothly as possible, but we shall not be liable to the extent any payment delays or errors which happen due to any act or omission of our third party payment service provider.

You warrant that any information you provide to us for the purpose of our calculation of our Genie Fee shall be complete and accurate.

If applicable, we will issue an invoice in respect of the Permanent Fee on or after the start of the Talent’s permanent contract with you.

You agree to pay any sums due to us under these Terms within 28 days of receipt of our invoice, together with any applicable VAT at the same time. Please note that the day rates quoted for Talent on Genie exclude VAT.

For the purpose of this “Invoicing and Payment” clause, “you” includes any of your group companies to whom you have introduced the Talent. “Group company” means any subsidiary, holding company or subsidiary of a holding company, with “subsidiary” and “holding company” having the meaning given in section 1159 of the Companies Act 2006.

Please also see the “Confidentiality” clause below which deals with other circumstances when you may be liable to pay us a fee.

Engaging Talent as part of a Team

You may engage more than one Talent to work on a project or engagement as part of a team (“Team”).

You will be invoiced separately for each Talent engaged to work as part of a Team.

Availability of Genie

We aim to provide a platform and service that you enjoy using and we try to make sure that it is available and meets our users’ needs. However, we are not able to guarantee that Genie will always meet expected functionality, availability and/or other performance levels, especially as we are reliant on third parties. In particular, there may be times when Genie is unavailable due to maintenance or emergency works. We are not responsible for outages or disruptions of the internet and telecommunications infrastructure which are beyond our control and can lead to interruptions in the availability of Genie. Any guarantee, condition, representation or warranty which might otherwise be implied or incorporated into these Terms, whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law. While we take reasonable steps to ensure that Genie does not contain or allow the introduction of any virus, malware, bugs or similar issues, we cannot guarantee this, and you should take the necessary precautions before using Genie.

Any views expressed using Genie are the opinions of the relevant users, and do not represent our views, opinions, beliefs or values. We are not responsible for the content of any Briefs. Where you have reason to believe that any such content is in breach of these Terms, infringes your rights (or third party rights), or is otherwise illegal, you agree to notify us. Where we receive a notification, we will take reasonable steps to investigate promptly. 

Once you have posted content using Genie, or submitted content to us for posting on Genie and such content has been posted, it may be shared and reposted by users, including on other websites or social media channels. Given the nature of the internet and social media, if your content is posted elsewhere online, others may have shared, commented on, or re-posted your content. While we may be able to remove content from Genie, we are not able to remove or control content from other websites or platforms.

Confidentiality

Except as expressly stated below, you agree to keep confidential any information you obtain as a result of or in connection with Genie that is proprietary and confidential or which you might reasonably expect the discloser would regard as confidential and you agree not to use any of that information or permit others to use that information other than to determine whether or not to engage Talent. 

The disclosure to you via Genie of actual or potential Talent, and/or other information constitutes confidential information and must be strictly treated as such and not shared with any third parties. If you do so, in breach of these terms and a third party engages that Talent, we shall, without prejudice to our other remedies, be entitled to charge you for the Genie Fee and any other sum that would have been payable had you engaged the Talent on the same terms on which the Talent is engaged by the third party.

You, as a Client, may disclose to one or more group companies any information about Talent that is made available as a result of or in connection with Genie, provided that (a) if the group company engages that Talent, you agree to pay to us the Genie Fee and any other sums that would have been payable had you engaged the Talent on the same terms on which the Talent is engaged by the group company and b) you ensure that the group company keeps all of that information confidential

Our liability to you

To the fullest extent permitted by law, in no event shall we be liable for any:

Our maximum aggregate liability to you in any calendar year, arising under or in connection with your use of Genie (whether for breach of these Terms, tort, negligence or otherwise) shall not exceed the greater of: a) £1000 and b) an amount equivalent to the total fees received by us in respect of your use of Genie in respect of that calendar year .

Nothing in these Terms shall exclude or in any way limit our liability for death or personal injury caused by our negligence or fraud or any other liability to the extent the same may not be excluded or limited as a matter of law.

You choose to use the Genie platform voluntarily and at your sole risk. The Genie platform is provided “as is”, without warranty of any kind, either express or implied.

Indemnification

To the maximum extent permitted by applicable law, you agree to release, defend (at our option), indemnify, and hold us and our affiliates, subsidiaries, officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms, (ii) your improper use of Genie, (iii) your interaction with, or engagement of, any Talent, or (iv) your breach of any laws, regulations or third party rights.

Privacy

By using Genie, you consent to us collecting and using personal data that you submit to us in accordance with our Privacy Policy.

You accept and agree that if you apply for a Brief advertised by a company not based within the European Economic Area or the UK, we may send your personal details outside of the European Economic Area or UK (as applicable) to assist with that introduction.

General

These Terms apply to the exclusion of all other terms, including any terms proposed or made available by you. These Terms are the entire agreement between the parties and neither party has relied on any prior representation by the other party (including misrepresentations whether innocently or negligently made).

If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

If you cease to use Genie or your access is terminated, all terms intended to survive shall continue to apply, including intellectual property, liability, privacy and confidentiality.

These Terms shall be governed by in accordance with the law of England and Wales and the English courts shall have exclusive jurisdiction over any dispute arising under or in connection with these Terms.

Acceptable Use Guidelines

You must not use Genie (or submit or provide access to any content that may be made available using Genie) in any way that:

Equality Policy

At Genie, we believe everyone should be treated with dignity and respect. Our diverse pool of users draws together individuals and organisations of different cultures, values, and norms. We want to ensure that people from every background feel welcome, respected and valued on the platform.

Guided by these principles, all Clients must follow these rules when using Genie:

Clients must not: (1) post any Briefs which discourage or indicate a preference for Talent, (2) impose any different terms or conditions on Talent; or (3) decline the services of any Talent, or (4) otherwise discriminate against Talent, based on:

Clients should make every effort to be welcoming to Talent of all backgrounds. Clients who demonstrate a pattern of rejecting Talent from a protected class under applicable laws (even while articulating legitimate reasons) undermine the strength of our  Genie platform by making Talent feel undervalued, and Genie may at its discretion suspend Clients if Genie believes such Clients have demonstrated such a pattern from the platform.