Please read these Terms of Service ("Terms" or "Terms of Service") carefully before using the jexhq.com website (the "Platform" or "Jex Platform") operated by Jex Global, Inc. ("Jex", "us", "we", or "our"). For purposes of these Terms, "you" and "your" means you as a user of the Services. Jex reserves the right to modify these Terms by posting an updated version to our website ("Site") here, and such updated version will be binding on you.
Your access to and use of the services and features we make available to you on the Platform (the "Services") is conditioned upon your acceptance of and AI Job Search with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Services. By accessing or using the Services, you agree to be bound by these Terms and to receive all communications and notices from us electronically. If you disagree with any part of the Terms, then you do not have our permission to access the Services. If you have questions about these Terms, contact our Customer Support team by submitting an email request at help@jexhq.com before accessing the Services.
If you are accessing or using the Services on behalf of a business or other legal entity ("Business"), (i) you represent that you are authorized to enter into, and bind the Business to these Terms and register for the Services; and (ii) the Business is legally and financially responsible for your access to and use of the Services, as well as for the use of the Services by others affiliated with you, including any employees, agents or contractors.
SECTION 21 ALSO INCLUDES YOUR WAIVER TO CONSOLIDATED OR CLASS ACTIONS AND YOUR AGREEMENT TO RESOLVE DISPUTES THROUGH BINDING ARBITRATION. PLEASE READ IT CAREFULLY AND ONLY CONSENT TO THESE TERMS IF YOU FULLY UNDERSTAND AND AGREE TO THIS PROVISION.
If you have any questions regarding the Services, your Account, or these Terms of Service, our Customer Support team is here to assist you. Jex may also communicate with you via email or other methods regarding your Account, system updates on the Platform, or other matters related to your Account. You can reach our team by submitting a request at help@jexhq.com.
1 - Overview
Jex enables businesses to seamlessly manage relationships with local and international independent contractors. You may register to the Platform as either a "Contractor" or "Client". Depending on the designation of your account, different Services may be available to you. Certain Services may also only be available subject to the payment of such fees detailed on the Platform.
Client and Contractor Management Services
Clients use Jex to seamlessly onboard Contractors to their accounts payable systems, conduct vendor due diligence, guide them on AI Job Search as applicable, execute agreements and produce statements of work, and simplify the process of making payments to Contractors ("Client Management Services").
Contractors use Jex to easily connect with their clients, memorialize contract terms, store payment and bank account preferences, and unify payment flows through a single platform ("Contractor Management Services").
How does Jex Platform work
- Free Registration: Registration on the Jex platform is free for Contractors and Clients.
- AI-Powered Profiles: Contractors create profiles with AI-enhanced insights, including interview responses, to showcase skills and experience. Jex profiles can be shared off platform, allowing Companies to view qualifications, schedule interviews and propose job offers directly via Jex's AI Powered Profiles.
- AI Job Search Verification: Jex collects and verifies AI Job Search information from Contractors on behalf of Companies to ensure legal requirements are met.
- Contract Generation: Companies and Contractors can create customized contracts with Jex's tool, defining timelines, deliverables, fees, and acceptance criteria.
- Deliverable Acceptance: Both parties agree on acceptance criteria for deliverables. Companies confirm completion once criteria are met.
- Payment Processing: Companies make payments to Contractors via the Jex platform using secure, supported payment methods.
- Payouts to Contractors: Jex issues regular payouts to Contractors based on completed deliverables or milestones, continuing until contract termination.
- Milestone Contracts: For milestone-based contracts, payouts and terms remain active until all milestones are met or the contract is terminated by either party.
- Contract Termination: Contracts may be ended by either Company or Contractor, with final payments managed per contract terms.
- Dispute Resolution: Disputes are resolved via binding arbitration, and users waive participation in class-action lawsuits.
- Platform Security: Jex secures user data and transactions; users are responsible for safeguarding account access.
Consultant Services
Clients may also use Jex to receive the services of specialized consultants engaged by Jex, Jex EOR Partners and/or other third-party partners of Jex ("Consultants") for the provision to Clients of certain human resource and other related services ("Consultant Services"). The receipt of any Consultant Services is subject to the execution of a separate agreement between the Client and Jex or the applicable Jex EOR Partner, as set forth on the Jex Platform ("Consultant Services Agreement"). In the event of a conflict between the Consultant Services Agreement and these Terms, the provisions of the Consultant Services Agreement shall prevail.
2 - Definitions
Capitalized terms in these Terms of Service are defined as follows:
is an account to access and use the Platform in accordance with the terms hereof.
are Users with authority to, on behalf of a Business, apply for an Account, access the Services, manage an Account, and otherwise act on behalf of the Business in connection with Jex and/or the Platform.
are Users who use the Services to onboard Contractors, perform due diligence, generate and execute Contracts, make payments to Contractors for their services and/or in connection with the receipt of any Consultant Services.
are the legally binding documents executed by Clients and Contractors using the Platform's Contract generation tool that describe the services to be provided by the Contractor, payment terms, and other information regarding the legal relationship between a Client and a Contractor.
are Users who offer and perform services to Clients as described in Contracts and who receive payments from Clients through the Platform.
are disagreements between a Client and a Contractor regarding performance of, or payment for the services described in a Contract.
are the funds payable to Contractors for the services described in a Contract.
are third parties engaging with Consultants as an employer of record in connection with the provision of Consultant Services.
is the Jex privacy policy available at jexhq.com/privacypolicy as updated from time to time.
are the services provided by Jex to Clients and Contractors to onboard them, generate and execute Contracts, make payments to Contractors for their services and/or in connection with the receipt of any Consultant Services.
are third-party financial service providers with respect to payment of funds by Users hereunder, including, payments from Clients and settlement of funds to Contractors as part of the Management Services.
is anything that falls under the definition of (i) Personal Information, pursuant to the California Consumer Privacy Act, as amended; or (ii) Personal Data, pursuant to the European Union General Data Protection Regulation.
are Clients, Contractors, Administrators, and any other person authorized to access an Account.
3 - Eligibility
We make the Platform and the Services available to Users 18 years of age or older. If you are aged between 16 and 17, you confirm that you have the permission and consent of a parent or legal guardian prior to utilizing the Platform and the Services. In cases where you are under 16, or if such usage is prohibited by law, you may not create an Account or use the Services.
You must be a human to open an Account. Accounts registered by "bots" or other automated methods are not permitted. You may not maintain more than one Account at a time.
By applying for an Account and using the Services, you represent and warrant that you are of legal age to form a binding contract and meet all of the foregoing eligibility requirements. If you do not meet these requirements, you may not access or use the Services or apply for an Account.
Jex may refuse to provide open an Account for any individual or entity at its sole discretion.
4 - Content
Certain types of content may be made available through the Services. "Content" as used in these Terms means, collectively, all content on or made available through the Services, including any documents, images, photos, pictures, videos, data, audio or text, and any modifications or derivatives of the foregoing.
Jex allows you to upload certain content including but not limited to documents, text and other data on or through the Services, referred to herein as "User Content".
EXCEPT AS EXPRESSLY SET FORTH IN ANY CONSULTANT SERVICES AGREEMENT, JEX DOES NOT ENDORSE ANY CONTENT (INCLUDING WITHOUT LIMITATION ANY USER CONTENT) OR ANY OPINION, RECOMMENDATION, OR ADVICE EXPRESSED IN ANY CONTENT AND EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH THE CONTENT AND/OR USER CONTENT. WE DISCLAIM ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF ANY AND ALL USERS (INCLUDING UNAUTHORIZED USERS), WHETHER SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE SERVICES OR OTHERWISE.
Jex may, at its sole discretion, choose to monitor User Content for inappropriate or illegal behavior, including through automatic means, provided however, that Jex reserves the right to treat User Content as content stored at the direction of users for which Jex will not exercise editorial control except when violations are directly brought to Jex's attention.
You understand that Jex is not responsible for the accuracy, usefulness, safety, appropriateness of, or infringement of any intellectual property rights of or relating to this Content (including but not limited to the User Content). Although Users must agree to these Terms, it is possible that other Users (including unauthorized users) may post or transmit offensive or obscene materials and that you may be involuntarily exposed to such offensive or obscene materials. You hereby waive any legal or equitable rights or remedies you have or may have against us with respect thereto.
5 - Use of Data
Jex respects your privacy and strives to protect your Personal Data. Jax may collect and process different categories of your Personal Data in connection with your use of the Platform and the Services. You acknowledge and give consent to Jex collecting, using, and processing your Personal Data in connection with your receipt of the Services. The use and collection of your Personal Data shall be subject to the Jex Privacy Policy.
It is also possible for others to obtain Personal Data about you due to your use of the Platform, including through any User Content that you make available through your account. Anyone receiving or viewing User Content you share with other Users may use information you provided through such User Content for purposes other than what you intended. We are not responsible for the use of any Personal Data that you disclose on the Platform or through any User Content by any third party. By making any information available through the Platform you acknowledge that you understand and have agreed to such risks.
6 - Use of Services
Access to the Platform and the Services is granted on a non-exclusive basis and may be revoked at any time. You agree to use the Platform and the Services solely for legitimate business purposes and in AI Job Search with applicable laws. You are responsible for ensuring that your use of the Platform does not violate any third-party rights, including intellectual property rights. Jex reserves the right to modify or discontinue any aspect of the Platform or the Services without prior notice.
Subject to these Terms and the terms of any Consultant Services Agreement, as applicable, Jex allows you to access and use the Platform and/or Services on a non-exclusive basis solely for your or the Business, as applicable, internal business purposes. Use of and access to the Platform and/or Services is void where prohibited by law. By using the Services, you (where relevant on behalf of the applicable Business) represent and warrant that (a) any and all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) your use of the Services does not violate any applicable law, regulation, or obligation you may have to a third party; (d) will not add any Personal Data of any third-party ("Third-Party") to the Services, without the prior consent of the applicable Third-Party, and shall ensure that a record of such consents is maintained, all as required under applicable law; and (e) you shall comply with applicable laws, regulations, guidelines, these Terms and any Consultant Services Agreement throughout your use of the Platform and/or Services.
6.1. Third Party Providers
The Client acknowledges that the Services may integrate or interoperate with products and services of third parties ("Third-Party Products"), or import or export data and other content to or from Third-Party Products (collectively, "Integrations"). Any use of any Third-Party Products is solely at Client's own risk. Jex is not responsible for Third Party Products, any use by Client of Third Party Products, and any exchange of data between Client and any Third-Party Product is solely between Client and the applicable provider. Jex makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such Third-Party Products, or any transactions completed, and any contract entered into by the Client, with any provider of such Third-Party Products. Any contract entered into and any transaction completed via any Third-Party Product is between the Client and the relevant Third Party, and not Jex. The use of any Third-Party Products is subject to the applicable Third Party's terms and conditions and privacy policy. Jex does not endorse or approve any Third-Party Products nor the content of any of the Third-Party Product made available via the Services. If Client opts to use any Integrations, Client agrees to: (i) assume sole responsibility for and all risk arising from Client's use of Integrations and the content, functionality, or availability of any Third-Party Products, including waiving and releasing Jex from any claims directly or indirectly related thereto; and (ii) without limitation, defend, indemnify, and hold harmless Jex from any third party claims directly or indirectly arising from or related to Client's use of any Integrations.
JEX PROVIDES INTEGRATIONS "AS IS" WITHOUT WARRANTY OF ANY KIND AND ONLY AS A CONVENIENCE.
7 - Jex Accounts
7.1. Applying for an Account
To access and use the Services, you will need to create an Account. When applying for an Account, you must provide accurate information, including your full legal name, a valid email address, EIN, TIN, legal address, and any additional details that Jex may require during the sign-up and/or hiring process. If you are applying on behalf of a Business, you may also need to provide the business address, details of ownership, nature of the business, and other relevant information. This information allows Jex and its financial partners to perform necessary due diligence before your Account is approved, and throughout your business relationship with Jex. If applying for a Business Account, you must designate at least one Administrator, who will have the authority to manage the Account. You are responsible for all actions taken by your Administrator and any other person with access to your Account credentials. By designating yourself as an Administrator, you represent and warrant that you have the authority to create and manage your Business's Account.
7.2. Account Security
You are fully responsible for protecting your devices and securing your Account, including all activities conducted under it, whether or not you performed or authorized those actions. If you suspect that your Account has been compromised or accessed without authorization, you must immediately disable access to the Services and notify us at help@jexhq.com. Jex will not be liable for any losses or damages resulting from unauthorized use of your Account or password. You agree to indemnify and hold Jex harmless for any improper, unauthorized, or illegal use of your Account, as well as any charges and taxes incurred, unless you have notified us of the compromise and requested that we block access to your Account, which we will do as soon as reasonably possible. Jex will make efforts to prevent unauthorized transactions or misuse of your Account and will assist you in case of compromise, but we do not monitor all activity and cannot guarantee that we will detect or prevent all inappropriate use. Therefore, you are solely responsible for any financial loss or other damages arising from unauthorized access to your Account. If we suspect that your Account has been compromised, we may suspend access to it.
8 - Payments
8.1 Payment Plans
If you are a Client, certain Services are subject to the payment of the fees to Jex detailed on the Jex Platform. You may access and use such Services by selecting from one of our payment plans ("Payment Plan(s)"). Payment Plan details are set forth on our Pricing Page. You hereby agree to make payment to Jex of such fees detailed on the Platform in accordance with your applicable Payment Plan. If you are using our Platform in connection with Consultant Services provided by Jex EOR Partners, your use of the Platform is not subject to the payment of any fees to Jex. Please note additional fees may apply pursuant to the applicable Consultant Services Agreement. The Payment Plan will be charged at the moment you issue a payment to a Contractor or an employer or record on the platform as an additional amount. A separate invoice will be generated and will be located in the billing section. If you pay for your Payment Plan using a debit method, wire transfer or credit card ("Card"), the following terms apply: Foreign Transaction Fees. You acknowledge that for certain transactions, your Card's issuing bank may charge a foreign transaction fee or other charges. Declined Payment. If payment is declined due to expiration of the Card, insufficient funds, or otherwise, Client remains responsible for any amounts not remitted to Jex and Jex may, in its sole discretion: (i) continue presenting the Card once it has been updated by Client (if applicable) or (ii) terminate this Agreement. In the case where you have auto payments activated on Jex, we will automatically charge you your payment plan on top of the payments Client will be issuing. Payment Plan fees are stated exclusive of any sales tax, value-added taxes, use or withholding tax or other governmental assessments of any nature in your jurisdiction (collectively, "Taxes"). You are responsible for paying all Taxes associated with your Payment Plan, except for those taxes based on our net income. Should any payment for the Services be subject to withholding tax by any government, you will reimburse us for such withholding tax. Jex may, at its sole discretion, offer a Payment Plan with a free trial for a limited period of time ("Free Trial"). To participate in a Free Trial, you must select a Payment Plan and provide a valid payment method, however, we will not charge your payment method unless you continue using the Services after the Free Trial is over. If you are on a Free Trial, you may cancel at any time until the last day of your Free Trial by emailing help@jexhq.com. If you or Jex cancel your Free Trial, you acknowledge and agree that we may delete all Contracts, Forms, Content, and all other data associated with your Account during your Free Trial. If you do not cancel your Free Trial, then your Free Trial will automatically be converted to a paid Payment Plan at the end of the trial period, and you hereby authorize us to charge the payment method you provided us in accordance with your Payment Plan To cancel your Payment Plan after your Free Trial has ended and your Payment Plan has begun, you must notify us by sending Jex notice of termination to at least 10 days prior to the end of your next billing cycle. At any time and without notice, Jex reserves the right to (a) modify the terms of any Free Trial offer, (b) withdraw any Free Trial offer, or (c) cancel any Free Trial Payment Plan at any time. Your payment obligations under your Payment Plan for each billing cycle may not be canceled after a billing cycle has commenced, and you will not receive a partial refund if you stop using the Services and terminate your Payment Plan before the end of a billing cycle. All fees paid by you to Jex are non-refundable and there are no credits for partially used Payment Plan periods. We may consider certain refund requests on a case-by-case basis in our sole discretion.
8.2 Payment Methods
To facilitate payments through the Service, Jex partners with a variety of Payment Service Providers, including payment gateways, money transmitters, wallet providers, credit and debit card payment processors, merchant acquirers, and merchant acquiring banks. Depending on your location, some payment methods may not be available to you, and we cannot guarantee that you will be able to use any payment method in connection with the Services even in locations where your preferred payment method is available for use. Depending on the desired payment method, Users may be required to enter into a separate agreement with the applicable Payment Service Provider ("Payment Service Provider Agreement"). Your use of any payment method is subject to the terms and conditions of the applicable Payment Service Provider's rules and regulations and your agreement with them, and we will not be liable to you for any losses you suffer in connection with your use of any third-party payment services. Jex is not a party to your Payment Service Provider Agreement and will not intervene in any disputes related to payments you make or receive using any third-party payment method. Jex also supports Client payments via Automated Clearing House ("ACH") transfer, which will be subject to the National Automated Clearing House Association ("NACHA") Operating Rules, and by wire transfer. Users are solely responsible for payment of insufficient funds fees, overdraft fees, wire transfer fees or other bank fees that you or we incur in connection with ACH payments, Payment Service Provider transaction fees, taxes, and any other third-party payment method fees or charges. Jex only applies standard provider fees required to facilitate financial transactions, with no additional charges or percentages on withdrawals or fund access. However, Jex is not responsible for any transaction fees, foreign exchange fees or any other fee imposed separately on a Contractor by a Payment Service Provider or by Contractor's own financial institution.
8.3 AI Job Search
Solely to protect against money laundering, terrorist financing, fraud, unauthorized transactions or as otherwise required by applicable law, Jex and Payment Service Providers will collect, store and analyze User payment information. Payment Services Providers may also collect payment information necessary for processing User payments. Except for payment amount and payment status details stored in your dashboard, Jex does not have access to payment information provided to Payment Services Providers, and such information will be subject to the privacy policy of each Payment Service Provider. By using any payment method and providing payment information to Jex or to any Payment Service Provider, you represent and warrant that you are the owner, or authorized representative of the owner of the bank account or payment method account you use to send or receive payments, and that you are legally authorized to send or receive payments using such accounts. All payment services, including withdrawal services will be provided by Jex's Payment Service Provider.
8.4 Payment Service Providers
If you make or receive payments using a Payment Service Provider, you acknowledge and agree that you will comply with any Payment Service Provider terms of service or other agreement between you and the Payment Service Provider.
9 - Restrictions
9.1 User Content Restrictions
Jex is under no obligation to accept, display, or retain any User Content. Additionally, Jex reserves the right to remove and permanently delete any User Content you upload, without prior notice and for any reason. You remain fully and solely responsible for all User Content you submit to the Services. You represent and warrant that all User Content you upload: (i) complies with all applicable laws; (ii) does not infringe or violate any third-party intellectual property, privacy, publicity, or moral rights; and (iii) that you possess all necessary rights and authority to upload such User Content. Without limiting the above, you agree not to transmit, submit, or upload any User Content to the Platform or Services, nor engage in any activity that: (i) restricts or interferes with others' use of the Services; (ii) places an unreasonable or disproportionately large burden on our infrastructure; (iii) violates the legal rights of others, including defamation, abuse, stalking, or threats to other Users; (iv) infringes or causes the infringement of any intellectual property, moral rights, publicity, privacy, or other rights of any third party; (v) you reasonably know or should know to be stolen, illegal, counterfeit, fraudulent, pirated, violent, unauthorized, or in support of illegal, counterfeit, fraudulent, pirated, or violent activities, or contains any stolen or unauthorized material; (vi) fails to comply with applicable laws, rules, and regulations; or (vii) posts, stores, transmits, offers, or solicits anything that contains or links to any of the following: (a) material deemed offensive (including promoting or glorifying hate, violence, or bigotry, or entities associated with such ideologies), (b) content that is racially or ethnically insensitive, defamatory, harassing, or threatening, (c) pornography or obscene material, (d) viruses, worms, trojans, or other harmful or disruptive components, or (e) anything that promotes conduct considered criminal, gives rise to civil liability, violates laws, or is otherwise inappropriate or offensive.
9.2 Use Restrictions
You are prohibited from using the Platform and/or Services for any illegal, fraudulent, or unauthorized activities. The Services must not be used to violate intellectual property laws or any other laws applicable in your jurisdiction. Additionally, the Services may not be used for personal, household, family, consumer, or any other non-commercial purposes. Your use of the Services must be strictly for legitimate internal business purposes in line with these Terms. You are not permitted to use the Services to solicit or provide services for the benefit of (a) any individual, organization, or country that is blocked or sanctioned by the United States, including those listed by the United States Office of Foreign Asset Control (OFAC); (b) any unrelated third parties; or (c) any other services that do not benefit a User.
10 - Management Services
The following terms apply to any Management Services hereunder:
10.1 Contracts
10.1.1 Contract Dashboard
Users can use the Platform to create and manage Contracts. Each Contract is assigned a unique Contract ID. Users can organize Contracts on the Jex dashboard according to Contract type, execution status, Client, Contractor and ID.
10.1.2 Contract Templates
Jex provides Users with two Contract templates ("Templates"):
- "Fixed Contract" - open-ended contracts featuring fixed payments at regular intervals for recurring services.
- "Pay As You Go Contract" closed-end contracts featuring payment of a predetermined amount upon acceptance of services by the Client, partial payment can be made at regular intervals.
10.1.3 Contract Dashboard
Users can set contract terms by selecting from pre-set parameters using Jex's Contract generation tool. Parameters include Client and Contractor names and addresses, Contract type, payment type, payment cycles, special clauses and jurisdiction. Users can also use the web form to input project scope, Statements of Work, and other Contract details.
10.1.4 Contract Execution
Users can use Jex's secure e-sign functionality with third party APIs to execute agreements. Contracts executed on Jex are legally binding.
10.1.5 Pre-Existing Agreements
Users can also use the Jex dashboard to upload and manage agreements created and executed by Clients and Contractors outside the Platform. Users can extract parameterized terms from pre-existing agreements such as payment amount, type, and due date, and amend pre-existing agreements to insert new terms, all from within the same interface.
10.1.6 Contract Management
Users can securely store and manage multiple Contracts in their Accounts organized by type, counterparty, and completion status. Users can limit access to Contracts and Contract information to specific persons, companies, or groups. Users can track each Contract according to CIient approval status and payment status. Users may also modify or terminate Contracts through the Platform.
10.1.7 Prohibited Contract Terms
If we determine that the content of a Contract violates these Terms, we may remove the Contract from your Dashboard without prior notice to you. We may also suspend or close your Account. To the extent permitted by applicable law, we will provide you with notice of any of the foregoing promptly following taking any such action. Contracts removed from your Account may not be edited or restored.
10.2 Disputes and Contract Cancellations
10.2.1 Reversals and Disputes
Clients should refrain from making payments until Contractors have fulfilled the acceptance criteria or other requirements as outlined in the Contract. Other than in cases necessary to meet AI Job Search obligations under Section 8.3, Jex cannot reverse payments or withhold funds from Contractors, nor can it instruct Payment Service Providers to reverse or withhold funds once Jex or the relevant Payment Service Provider has received them. If a Client is dissatisfied with a Contractor's service or makes an erroneous payment, the Client must directly pursue a refund, reversal, or other payment dispute with the Contractor or the applicable Payment Service Provider. Jex will not mediate or resolve payment or Contract Disputes between Users, irrespective of payment method or Contract status, and Users are solely responsible for settling such disputes. Refunds or reversals of payments processed through a Payment Service Provider will be governed by the terms of the relevant Payment Service Provider agreement.
10.2.2 User-Initiated Contract Cancellation
If a Client owes outstanding payments to a Contractor after completion of work, or if a Client is dissatisfied with the service provided by a Contractor, the Client or Contractor may initiate cancellation of the Contract through the Jex dashboard. Cancellation of a Contract through the Jex dashboard has no bearing whatsoever on the merits of a Contract dispute, or the interpretation of the terms of, or legality or validity of a Contract. The Services record the initiator of, and the time and date of the cancellation. If you delete a Contract, the deleted Contract and all Content therewith will immediately become inaccessible to other Users, after which we will permanently delete the Contract from our servers. Users may not initiate or request payment for services related to, or alter the status of a Contract after it has been canceled.
10.2.3 Contract Cancellation by Jex
Jex reserves the right to cancel a Contract in cases of suspicious Account activity or compromise; instances of fraud, harassment, or threats; any unfair, deceptive, or abusive actions or practices; illegal conduct; as directed by a regulatory authority; or for any other breach of these Terms of Service. Additionally, Jex may cancel a Contract if a User is no longer an Account Holder in good standing with Jex. If you believe that a Contract or another User has violated these Terms, please contact us promptly at help@jexhq.com.
10.3 Tax Forms & Invoices
10.3.1 Form and Invoice Generation
We use User data to generate required tax documents for Users. For Clients and Contractors in the United States, we automatically generate forms W9, W-8BEN and W-8BEN-E ("Forms") to be dated and signed by the Contractor. We do not guarantee that information on any Form generated by the Platform is accurate or correct, or that Users have selected the appropriate Form for the type of tax return they submit. Users should verify the accuracy and completeness of the information on the forms before submitting them to other Users or to any tax authority. By using Jex to generate and sign Forms, you represent and warrant that the information you have provided is accurate and complete, and specifically to the terms of Section 17 regarding electronic signatures. We generate and issue invoices to Clients on behalf of Contractors when payments are due. Additionally, Contractors can use the Jex platform to automatically submit invoices for recurring services or schedule invoice delivery based on project milestones specified in the Contracts. Jex does not offer tax, legal, or accounting advice to Users. We aim to provide you with the necessary information to help you make informed decisions regarding AI Job Search with applicable U.S. tax laws. If you have any questions after reviewing the Forms we generate, tax withholding rates, or other tax-related information provided by Jex or the Internal Revenue Service (" IRS" ), we strongly encourage you to consult your own tax, legal, or accounting advisors before completing or submitting any Forms or paying an invoice. This disclaimer applies equally whether you are a Client or a Contractor. The accuracy of the tax withholding rates calculated by Jex and provided through the Tax AI Job Search Services relies on the truthful and accurate information submitted by Users regarding their circumstances. Jex will not be liable to you or any third party (including taxation authorities) for any losses or penalties, financial or otherwise, resulting from a User providing false or inaccurate information, whether intentional or not, or misrepresenting their business type, tax, or employment status in any way. The tax withholding rates provided by Jex are further contingent on your specific business conditions, the tax form settings you input, the income type specified by Clients in payments to Contractors, and any other relevant tax information. Users may also be liable for indirect taxes (such as VAT or GST) in accordance with the applicable tax laws in their jurisdiction, in addition to the payment amounts shown on an invoice. Users are solely responsible for any obligation to withhold or deduct taxes and any other applicable tax requirements. You also agree that any invoice amounts and fees owed for the Services are net of any direct or indirect taxes, levies, withholding taxes, or deductions. Specifically, if you are a Contractor and use the Tax AI Job Search Services, you acknowledge and agree to the following (the "Contractor Tax AI Job Search Obligations"): Jex will not be liable to you, any tax authority, Client, or any third party for any losses or penalties, financial or otherwise, resulting from your failure to comply with these Contractor Tax AI Job Search Obligations. You are solely responsible for timely remitting any amounts you owe to the IRS or other government authorities, in AI Job Search with IRS rules and regulations and your standard accounting practices. You agree to update your settings within 30 days of becoming aware of any significant changes to your situation or circumstances that may impact your tax withholding rates. You also agree to notify Jex within 30 days of discovering any errors or omissions that could affect a tax withholding calculation.
10.4 Appointment of Jex as Payment Agent
Contractors and Client employees (each a "Payee" for purposes of this Section) hereby appoint Jex as their limited authorized payment collection agent ("Payment Agent") solely for the purpose of facilitating the receipt of payments (via its Payment Services Provider, if applicable) from Clients for Services provided in connection with Contracts or their employment. Payee agrees that payment received from Clients by Jex will be considered the same as payment made directly to Payee, regardless of whether Jex remits or fails to remit the payment to Payee. Payee also authorizes Jex in its role as Payment Agent to: hold, disburse and retain payments on behalf of Payee pursuant to these Terms of Service, or otherwise instructed Jex's Payment Service Providers to do so; issue refunds to Clients at the request of Payee; and manage Client credit and debit card chargebacks on behalf of Payee. By accepting the appointment as Payment Agent, Jex assumes no responsibility for any actions or omissions of Payees related to Contracts, employment, Forms, or these Terms of Service, including any failure by Payees to fulfill their obligations under Contracts or their employment, or any failure by Clients to make payments owed to Payees. Payees acknowledge that Jex's obligation to pay is contingent upon Jex first receiving payment from Clients. Payees also authorize Jex to delegate its Payment Agent responsibilities to affiliated entities ("Affiliates") both within and outside the United States, with the understanding that Jex will remain responsible for ensuring that these obligations are fulfilled by such Affiliates. Payees confirm that they have thoroughly reviewed and fully accepted these Terms of Service. Clients' payment obligations to Payees are considered fulfilled once Jex (or its Payment Service Provider) receives payment, and Jex (via its Payment Service Provider, if applicable) will then be responsible for disbursing funds to Payees in accordance with these Terms of Service. If Jex (or its Payment Service Provider) fails to remit any amounts to a Payee, the Payee's recourse will be solely against Jex, not the Client. Payees agree that Jex may include the relevant terms described herein in any terms of service, receipts, disclosures, or notices, including those issued to Clients, as deemed necessary or appropriate by Jex.
10.5 Payments to Contractors
Clients have the option to pay Contractors in any of the currencies supported by Jex, which may include fiat and non-fiat currencies. Unless otherwise instructed by the Client, the payment will be processed in the currency specified in the applicable Contract. If the Client chooses to make the payment in a different currency, the exchange rate will be determined using the forward foreign exchange rates available to Jex, with the forward selected based on the payment date of the relevant Contract with the Contractor. In all cases, the actual payment amount and currency will be clearly disclosed to the Client prior to completing the payment. Contractors may choose to receive payment in any of Jex's supported currencies. Any retail fees or rates from the Payment Service Provider will be passed through to the Contractor.
10.6 Ownership of Deliverables
Except as specified in any Contract or statement of work between the Contractor and Client, the Contractor agrees to transfer all copyrights and intellectual property rights related to the work and deliverables provided to Clients under Contracts ("Deliverables"). The Contractor also waives any and all moral rights to the Deliverables. Deliverables will be treated as "work-for-hire" under the U.S. Copyright Act. If the Deliverables do not qualify as "work-for-hire" or if the U.S. Copyright Act does not apply, the Contractor expressly agrees to assign the copyright of the Deliverables to the Client. The transfer and assignment of intellectual property rights to the Client is contingent upon full payment in accordance with the terms of the relevant Contract. Clients are prohibited from using the Deliverables if payment is not made in full or if the Contract is canceled for any reason. For custom Deliverables (such as artwork, design work, or reports), the Deliverables will be exclusively owned by the Client, and the Contractor will assign all rights, title, and interest in the custom Deliverables to the Client. Contractors also agree that any information they receive from the Client that is not publicly available will be treated as confidential and will not be disclosed or used for any purpose other than delivering the Deliverables or performing services for the Client under the Contract.
11 - Job Posting Guidelines
Clients agree to use the Platform's job posting and Contractor search features solely for lawful, professional, and non-discriminatory purposes. Clients may not post job listings that: (i) contain false or misleading information; (ii) engage in any form of discrimination based on race, religion, gender, age, sexual orientation, disability, or any other characteristic protected by law; or (iii) include language that may be interpreted as harassing, abusive, or inappropriate. Jex reserves the right to remove any job posting that it deems, in its sole discretion, to be inappropriate or in violation of these Terms. Additionally, Clients are expected to communicate with Contractors in a respectful, professional manner and may not contact Contractors for purposes unrelated to employment or professional engagements.
12 - Contractor Interaction Guidelines
Clients agree to only contact Contractors for legitimate, lawful, and professional purposes that align with the Contractor's listed interests, skills, or expressed employment preferences. Clients are prohibited from engaging in harassment, making inappropriate requests, or sending repeated unsolicited communications to Contractors. In case of any disputes or complaints related to Contractor interactions, Clients may report such issues to Jex, which reserves the right to mediate or take action, including suspension or termination of the Client's account.
13 - Contractor Information Accuracy
Jex does not verify or endorse the accuracy, quality, or suitability of information provided by Contractors on the Platform. Contractors are solely responsible for ensuring that their profiles, credentials, experience, and qualifications are accurate, truthful, and current. Clients are advised to conduct their own due diligence before making any hiring decisions.
14 - Non-Endorsement
Jex does not endorse or recommend any specific Contractor or Client and makes no representation regarding the ability of Contractors to fulfill any specific role or the suitability of Clients to engage Contractors. The appearance of a Contractor's profile on the Platform should not be construed as an endorsement or guarantee by Jex of any particular skills, experience, or suitability for a Client's needs. Jex expressly disclaims all responsibility and liability for the conduct, background, and capabilities of any Contractor listed on the Platform.
15 - Fair Engagement Clause
To protect the integrity and sustainability of the Jex Platform, Clients agree not to engage Contractors outside of the Platform for any employment, freelance, or consulting services within twelve (12) months following the initial introduction, without prior written consent from Jex. Should a Client wish to establish a direct relationship with a Contractor outside the Platform within this period, they may do so by notifying Jex and paying a buyout fee equivalent to six (6) months of the standard software subscription fee. This provision is intended to uphold Jex's role as a facilitator of trusted connections and services. Any attempt to circumvent the Platform in order to avoid applicable fees may result in account suspension or termination, along with a fee assessment reflecting the estimated value that would have been payable to Jex had the engagement occurred through the Platform.
16 - Payment Disclaimer
Jex facilitates payments between Clients and Contractors. Jex disclaims all responsibility for disputes related to payment terms, missed payments, or other financial obligations, which are solely between the Client and Contractor. Jex disclaims any responsibility for disputes over performance, non-completion of work, or any other issues unrelated to payment processing.
17 - Electronic Signatures and Legal Notices
You agree that any signature or other electronic symbol or process attached to, or associated with a Contract, Form, certificate, or other document between you and Jex or you and another User with the intent to sign, authenticate or accept the terms of any such Contract, Form, certificate, or other document and any contract formation or record-keeping through electronic means on the Services will have the same legal validity and enforceability as a manually executed signature or use of a paper-based recordkeeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, or any similar state law based on the Uniform Electronic Transactions Act, and you hereby waive any objection to the contrary. You consent to us providing notices to you under these Terms of Service electronically and understand that this consent has the same legal effect as a physical signature. We may provide notices regarding activity and alerts electronically through your Account, email, and via text or SMS to the contact information provided to us by you. We will send notices affecting payment and these Terms through your Account or via email and you agree that they will be considered received 24 hours after they are sent. You understand that you may not use the Services unless you consent to receive notices electronically. You may only withdraw consent to receive notices electronically by closing your Account. We may send notices to Users' mobile phones through text or SMS to the phone numbers you provide to us. These notices may include alerts about the Services, Contracts, Forms, Invoices and other documents. Administrators and Users may elect to not receive certain notices via text or SMS, but this will limit the use of certain Services. You must maintain an updated web browser and computer and mobile device operating systems to receive Notices correctly. You are responsible for all costs imposed by Internet or mobile service providers for sending or receiving notices electronically Contact us immediately via email to help@jexhq.com if you are or believe you are having problems receiving Notices.
18 - Interruption of Service
From time to time, the Services and/or Platform may be temporarily unavailable due to maintenance or modifications. We will make every effort to minimize any downtime. However, we cannot guarantee the continuous availability of the Services, and we will not be held liable for any losses or damages, whether financial or otherwise, arising from interruptions to your use of the Services.
19 - Jex Communications
By creating an Account on our Platform, you consent to being contacted by us in connection with the Services. Additionally, by creating an Account, you agree to receive newsletters, marketing materials, and other promotional communications from us. You may, however, choose to opt out of receiving any or all marketing communications by following the unsubscribe link or instructions included in any of our emails. Please note that even if you opt out of marketing communications, we may still send you messages that are related to the Services.
20 - Disclaimers
20.1
YOUR USE OF THE SERVICES, INCLUDING ANY CONTENT OR INFORMATION OBTAINED THROUGH THE PLATFORM, IS AT YOUR OWN RISK. THE SERVICES AND INFORMATION ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER. NEITHER JEX NOR ITS AFFILIATES WARRANT THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, OR ACCURACY OF THE SERVICES OR INFORMATION PROVIDED.
20.2
Jex and its Affiliates do not guarantee that (a) the Services or any payment method will be uninterrupted, secure, or available at any specific time or location; (b) any errors or defects will be corrected; (c) the Services are free from viruses or harmful components; or (d) the results of using the Services will meet your expectations.
20.3
Jex is not a law firm and is not authorized to engage in the practice of law. Jex employees do not serve as your attorneys and do not provide legal advice. The Templates, Forms, and other sample documents available through the Jex Platform are offered solely for informational purposes and should not be relied upon as legal advice or as a substitute for consulting with an attorney about your specific situation. These materials do not guarantee legal sufficiency for your needs. Your use of the Services does not establish an attorney-client relationship with Jex. You understand and agree that you or your own attorneys or advisors represent you in any legal matters related to any Template, Form, or document obtained through the Platform. Jex is prohibited from providing legal advice, opinions, or recommendations about your legal rights, remedies, defenses, or options, as well as from advising you on the selection or use of Forms or strategies.
20.4
At no time does Jex review your Contracts, Forms, or other documents, nor do we assess the legal adequacy of the information you input. We do not provide legal conclusions or apply legal standards to your particular situation. Jex and its Services are not a replacement for professional legal advice. Although we strive to ensure that our Templates, Forms, and other content are up-to-date and reflect our best understanding of AI Job Search issues, the information provided through the Platform is not legal advice and may not be accurate, complete, or current for your specific needs. The Platform provides Templates, Forms, and automated document tools that allow Users to prepare, create, and execute Contracts, document work progress, and submit Forms to tax authorities. This content addresses common legal and AI Job Search topics relevant to Contractor-Client engagements and is not intended to cover specific legal issues or circumstances.
20.5
Because laws evolve rapidly, vary by jurisdiction, and are interpreted differently by courts and regulatory authorities, Jex cannot guarantee that all information on the Platform is accurate, up-to-date, or adequate for your legal or AI Job Search needs. The Platform also contains links to other AI Job Search resources for your reference. These links do not imply that Jex sponsors, is affiliated with, or endorses any third-party content. Jex is not responsible for the accuracy of information on third-party sites or any damages arising from their use. Any tax-related information provided on the Platform is not intended for use in avoiding tax penalties or for promoting, marketing, or recommending tax-related advice to others. Tax guidance is general and does not account for specific circumstances or applicable laws, which can vary by jurisdiction and are subject to change. Jex makes no express or implied warranties and assumes no liability for the information and data provided on the Platform or through the Services.
20.6
This Section 20 does not affect any warranties that cannot be excluded or limited under applicable law.
21 - Limitation of Liability
21.1
We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Content or Services. We are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems or equipment, servers or providers, software, failure due to technical problems or traffic congestion on the Internet or on the Services. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death and any injury or damage to any person's mobile device or computer, resulting from use of the Services or from any Content. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to Jex, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.
21.2
IN NO EVENT WILL JEX, NOR ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:
- YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES;
- ANY CONDUCT OR CONTENT OF ANY USER OF THIRD PARTY ON THE SERVICES;
- ANY CONTENT OBTAINED FROM THE SERVICE;
- UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT
WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
OUR MAXIMUM LIABILITY TO YOU UNDER THESE TERMS IS LIMITED TO THE GREATER OF THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU TO US IN THE THREE MONTHS PRECEDING THE EVENT THAT IS THE BASIS OF YOUR CLAIM OR $1,000.00. THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH YOUR CLAIM IS BASED.
21.3
Jex is not an intermediary, advisor, agent, or third party in relation to any Contracts between Users, and we accept no responsibility for the quality or adequacy of any Deliverables, services performed, User disputes, or content posted by Users on the Platform. Jex assumes no liability for the actions or omissions of any Contractor, including a Contractor's failure to provide services to the Client, or for a Client's failure to make payments owed to a Contractor. Contractors acknowledge that Jex's obligation to make payments as the Contractor's Payment Agent is contingent upon Jex first receiving payment from the Client.
21.4
You agree to defend, indemnify, and hold harmless Jex, its Affiliates, Payment Service Providers, and each of their respective employees, contractors, agents, officers, and directors from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including, but not limited to, attorney's fees) arising from or related to (a) your use and access of the Service by you or anyone using your account or password; (b) your breach of these Terms; (c) your violation of any Contract terms or the terms of any Payment Service Provider agreement; or (d) any Contract, Form, data, or content you post on the Platform.
21.5
You agree to first attempt to resolve any disputes with us in good faith and in a timely manner. If no resolution can be reached, you agree that any dispute, controversy, or claim (collectively, "Claim") arising from or related to your use of the Services will be settled through final and binding arbitration in Miami, Florida, conducted in the English language, before a single arbitrator. Claims exceeding $250,000 will be governed by the JAMS Comprehensive Arbitration Rules and Procedures, while Claims of $250,000 or less will be subject to the JAMS Streamlined Arbitration Rules, both of which are incorporated by reference into this section as of the date of these Terms. The arbitration award may be entered as a judgment in any court of competent jurisdiction. All arbitration under these Terms will be conducted on an individual basis, meaning class arbitrations and class actions are not allowed. By agreeing to these Terms, you and Jex each waive the right to a jury trial or to participate in any class action or class arbitration. However, both you and Jex retain the right to seek injunctive or equitable relief in a court of proper jurisdiction, pending the arbitrator's final decision. Any reasonable JAMS filing, administrative, and arbitrator fees will be handled in accordance with the applicable JAMS Rules.
22 - API Integrations
Our Services may include links to third-party websites, APIs, or services that are not owned or controlled by Jex. Additionally, our Services may enable you to import data or interface with third-party applications or services. Jex has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. We do not provide any warranties or guarantees regarding the offerings, services, or websites of these third parties. You acknowledge and agree that Jex will not be responsible or liable, either directly or indirectly, for any damage or loss that may result from your use of, or reliance on, any content, goods, or services made available through such third-party websites, APIs, or services. We strongly encourage you to review the terms of service and privacy policies of any third-party websites, APIs, or services that you visit or interact with.
23 - Intellectual Property
The Platform, Services, all Content available on the Platform (excluding any User Content), along with any APIs, interfaces, features, and functionalities, are and will remain the exclusive property of Jex and its licensors. The Services are protected by copyright, trademark, and other laws applicable in the United States and any jurisdiction where we make the Services available to Users. You may not use Jex's trademarks, trade dress, service marks, logo, or trade name in connection with any product or service without prior written consent from Jex. You are prohibited from removing, altering, or concealing any copyright, trademark, service mark, or other proprietary rights notices incorporated within the Platform and/or Services, if applicable. Unless expressly permitted, you may not copy, further develop, reproduce, republish, modify, download, post, broadcast, transmit, or otherwise use the Content of the Platform or Services for any purpose. You, or the Business as applicable, retain all rights, title, and interest in any User Content you submit. Except as explicitly provided in these Terms, nothing grants Jex any rights, title, or interest in the intellectual property of the Client. Jex will not use the Client's name or logo in any marketing or advertising materials without prior written consent from the Client.
24 - Survival; Termination
We may, in our sole discretion, terminate or suspend your Account and restrict access to the Services immediately, without prior notice or liability to you, for any reason. Grounds for termination or suspension may include, but are not limited to: (i) prolonged periods of inactivity; (ii) violation of these Terms; (iii) fraudulent, harassing, or abusive conduct; (iv) illegal activity or behavior harmful to other Users, third parties, or Jex's business interests; (v) termination, suspension, or expiration of any Consultant Services Agreement, if applicable; or (vi) failure to make payments in accordance with these Terms or any applicable Consultant Services Agreement. If your Account is terminated, you may not reaccess the Platform without our express permission. Upon termination, you will lose access to all Content available through your Account. We reserve the right to investigate any suspected violations of these Terms or illegal behavior involving the Services. We will fully cooperate with law enforcement or court orders requesting the disclosure of the identity, behavior, or Content of anyone believed to have violated these Terms or engaged in illegal activity related to the Services. You, or the Business as applicable, may request the termination of your Account at any time by contacting us at help@jexhq.com. Jex will close your Account as soon as reasonably possible following such a request. Any suspension, cancellation, or termination of your Account does not relieve you of any obligations under these Terms that are intended to survive such suspension, cancellation, or termination.
25 - Force Majeure
You agree that Jex cannot be held liable for any interruption of the Services caused by events beyond our control, including but not limited to: acts of God; blockages, disruptions, or impairments in telecommunications, transport, or procurement networks for any reason; electrical outages or poor quality of electrical service; cyberattacks, including viruses or hacking; insurrections or similar events; war or embargoes; strikes, whether within or outside the company; lockouts, social conflicts, sabotage, or vandalism; severe weather, epidemics, earthquakes, explosions, fires, storms, floods, or other natural disasters; water damage, shortages of raw materials or supplies; changes in legal or regulatory requirements impacting the provision of Services; and any other circumstances beyond our voluntary control that hinder the normal delivery of the Services.
26 - Feedback & Features Request
We welcome feedback, comments and suggestions for improvements to the Services ("Feedback"). You acknowledge and expressly agree that any contribution of Feedback by you does not and will not give or grant you any right, title or interest in the Services or in any such Feedback. All Feedback will become the sole and exclusive property of Jex, and Jex may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary rights, or other right or claim. You hereby assign to Jex any and all right, title and interest to any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property rights that you may have in and to any and all Feedback.
27 - Governing Law
These Terms will be governed and construed in accordance with the laws of Delaware, United States, without regard to its conflict of law provisions.
28 - Confidentiality
"Confidential Information" means any business and technical information disclosed by one party ("Disclosing Party") to the other party ("Receiving Party") that is identified as confidential or proprietary, or which should reasonably be understood to be confidential or proprietary. Confidential Information does not include information which Receiving Party can show (a) is or has become publicly available without its breach of this Agreement; (b) was in its possession prior to disclosure, (c) was provided by a third party having a lawful right to make the disclosure; or (d) is required to be disclosed by law or a court order ("Order"), provided the Receiving Party provides prompt written notice of the requirement and cooperates with Disclosing Party as reasonably necessary to limit or eliminate such requirement, if and to the extent permitted by such Order. Receiving Party will not use the Confidential Information of the Disclosing Party except for performance of its obligations under this Agreement. The terms and conditions of this Agreement, including without limitation any pricing terms hereof, shall be deemed the Confidential Information of Jex. All User Content added by a User to the Platform shall be deemed Confidential Information of the User, provided however, that Jex may use any data received from the User (including but not limited to User Content) for its own internal purposes, such as, without limitation, the general improvement of its products and services or in order to recommend its services to third parties.
29 - Miscellaneous
Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and any and all other agreements existing between us relating thereto are hereby canceled. We reserve the right, at our sole discretion, to modify or replace these Terms at any time with notice to you. By continuing to access or use the Services after any revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, you are no longer authorized to use the Service. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining terms of these Terms shall remain in full force and effect. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void. Either party' s failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. If we are required to provide notice to you hereunder, we may provide such notice to the contact details you provided upon registration.