When you register to be a referral partner in the Staff Squared Referral Programme (the “Programme”) you agree to be bound by the following terms and conditions (the “Terms”). Please read them carefully before you sign up.
Information About Us
www.staffsquared.com is operated by Atlas Computer Systems Limited ("Atlas", "we", "us") and we are registered in England and Wales under company number 5078708. Our VAT number is 894348281 and our registered office is at Cottis House, Locks Hill, Rochford, Essex, SS4 1BB.
You are only eligible to join the programme if you are 18 years of age or older.
You warrant that you are not an organisation which falls within any of the following categories:
- a gambling organisation;
- an organisation involved in the production, sale, distribution, promotion or marketing of adult entertainment or pornographic material;
- an organisation operating within or as a supplier to the arms industry (whether legal or illegal); or
- any other industry that from time to time we deem to be not "family friendly".
These Terms are a legal agreement (the "Agreement") between Atlas and You (the ‘Referral Partner’, ‘you’).
If you contravene these Terms we may take action including, but not limited to, termination or suspension of your rights to be a Referral Partner and the forfeit of any outstanding referral fee payments earned during the contravention.
You must provide your legal full name, a valid email address and any other information requested in order to complete the sign up process for a Referral Partner account (‘Account’)
Each Account is for use by a single legal entity. We do not permit you to share your user name and password. Responsibility for the security of user names and passwords rests with you.
You may not use the Programme to earn referral fees on your own Staff Squared account.
We reserve the right to decline any applications for membership of the Programme at our absolute discretion.
Referral Links and Promotional Activities
Once you have registered for the Programme you will be able to access one or more URL links which identify you when placing a link on your website, e-mail or other communications medium, to the Staff Squared website. It is your responsibility to make sure that links are correctly formatted. Links are unique to an individual Referral Partner. If you alter links they may not work correctly and as a result you may not receive payment of fees to which you would otherwise be entitled.
We may provide graphical images that can be used in conjunction with the links. These images are associated with the Staff Squared brand and you may not modify or distort them in any way. We reserve the right to change images at any time and without notice.
Eligibility, Calculation and Payment of Referral Fees
The referral fee is 20% of our revenue from customers that you refer.
In order to earn a referral fee, the customer must click-through a link from your site, e-mail, or other communication to the Staff Squared website and subscribe for their initial payment within 30 days of the initial click-through. If the customer does not subscribe within those 30 days and later returns without following your link, then a referral fee will not be payable.
The referral fee will be credited to your Referral Partner account once the customer has paid each subscription payment. Referral fees are only payable in relation to customers who have made full payment.
We will only pay referral fees on links that are automatically tracked and reported by our systems, unless we have agreed with you explicit alternative arrangements in writing. For our systems to track the referral, the customer must have cookies enabled. We will not pay referral fees if someone says they signed up through you but it was not tracked by our system.
Payment will normally be made to you via PayPal once per month. Payments are made once the balance on your account has reached £50 or more. If the balance is less than £50 when the monthly payments are made it will be carried forward until the balance exceeds £50.
You must have a valid PayPal account to receive referral fees.
Our referral tracking system allows you to log in and view your referral account which contains details of the account activity and payments due to you.
Where the customer has paid a subscription in a currency other than Pounds Sterling (GBP), we will convert and credit your account with the associated referral fees in Pounds Sterling according to the exchange rates used by PayPal from time to time and subject to any charges they may impose.
If any customer payments are refunded, charged back or involved in credit card fraud or other investigations they will not qualify for referral fees. We may delay the crediting of referral fees subject to risk analysis considerations and any applicable Anti-Money Laundering requirements.
We may change the amount and structure of the referral fee programme from time to time at our discretion.
We reserve the right to disqualify referral fees earned through fraudulent, illegal, aggressive or questionable sales or marketing methods.
All referral fees are exclusive of all taxes and charges and other fees of any kind imposed as a result of your involvement in this Programme and any such taxes, charges or other fees shall be the responsibility of, and payable by you. If your place of business is the UK, you are registered for Value Added Tax ("VAT"), and you provide a valid VAT registration number, VAT will be added to your referral fees.
Every customer who buys a service through the Programme is deemed to be a customer of Staff Squared. Accordingly, all of our terms, conditions, policies and operating procedures concerning pricing, sales and customer service and privacy shall apply to those customers.
We may change our terms, conditions, policies and operating procedures at any time. We are not responsible for any representations made by the Referral Partner that contradict our rules, policies or operating procedures.
Price and Availability of Staff Squared Products and Services
We may vary the prices and availability of our products and services from time to time. In order to avoid confusing or conflicting price information you should not display prices on your website. We will use reasonable efforts to present accurate information, but we cannot guarantee the availability or price of any particular service.
Data and Privacy
In order to comply with UK Data Protection legislation, the following obligations apply:
- you agree that we shall be entitled to outsource the administration of the Programme to an appropriate service provider who may be situated outside the European Economic Area (EEA) and you hereby allow us to transfer your Personal Data to such a service provider;
- you shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of any data (whether Personal Data or otherwise) submitted to us by you or used by you in connection with the Programme.
Intellectual Property and Proprietary Rights
You are responsible for ensuring that the content of your website and other forms of communication that you may use obey all applicable copyright, trademark, and other laws.
You acknowledge and agree that we and/or our licensors own all intellectual property rights in the Programme and except as expressly stated, these Terms do not grant you any rights to, or in, such intellectual property rights.
During the term of the Agreement you shall be entitled to download and apply to your website and your marketing materials only the "Staff Squared" logo (Logo), the Staff Squared and Staff Squared trademarks (Marks) and other images belonging to Staff Squared (Proprietary Images) which we make available to participants in the Programme from time to time. You are granted a non-exclusive, non-transferable licence to use the Logo, Marks and Proprietary Images on your website and within your marketing materials for the term of the Agreement.
You agree not to use the Logo, Marks or Proprietary Images for any purpose or in any manner other than as specified in these Terms.
You agree to comply strictly with our directions (whether set out on our site or otherwise) regarding the form and manner of use of the Logo, Marks and Proprietary Images (including but not limited to including a clear acknowledgement that the intellectual property rights in the Logo, Marks and Proprietary Images are our absolute property and marking the Marks with ® to indicate that they constitute registered trademarks. You may not grant sub-licences in respect of our intellectual property to any third party. Nothing in these Terms shall constitute any representation or warranty that use by you of the Logo, Marks or Proprietary Images will not infringe the rights of any third party.
You agree that we may use your company name and/or logo (Branding) for marketing purposes and to demonstrate that you are a Referral Partner of Staff Squared and you hereby grant to Staff Squared a non-exclusive, worldwide, royalty-free licence to use the intellectual property rights in your Branding for this purpose.
Only those of our employees, subcontractors and agents who have a reasonable need to access your data will be authorised to do so.
You shall provide us with all necessary co-operation and information as may be reasonably required by us from time to time in order for us to provide you with the benefits of the Programme.
You shall comply with all applicable laws and regulations with respect to your activities under the Agreement.
The Staff Squared brand is associated with high standards of ethical business practice and exemplary customer service. You shall not engage in any activities in connection with the Programme which detract from those high standards or bring the Staff Squared brand into disrepute.
You may not use our name or graphics in any bulk or repetitive e-mail distribution whatsoever unless we have given written consent in advance. We may terminate the Agreement if we receive or discover spam or complaints about spam which connect our name or brand directly or indirectly with spam activities as a result of your marketing activities.
You may not act on our behalf nor purport to act on our behalf nor make any commitment or representation which would result in anyone making a claim against Staff Squared and you indemnify us against any such claim that may result from your actions, commitments or representations.
You may not issue any press release with respect to this Agreement or your participation in the Programme, except with our prior written permission, nor may you misrepresent the relationship between us and you, say you develop our services, say you are part of Staff Squared or express or imply any relationship between us and you, except as expressly permitted by this Agreement.
Term and Termination of the Agreement and the Programme
This Agreement will begin when we accept your application to join the Programme and it will end when terminated either by you or by us.
The Agreement may be terminated at any time by giving the other party notice of termination.
We reserve the right to terminate the Programme, or your membership of it, at any time. Following termination of the Programme, or your membership of it, we will pay the outstanding balance of your fees unless you have breached the Terms of the Agreement, in which case such payment will not be made.
Should the Agreement be terminated by either party for any reason, you agree that you will immediately cease use of, and remove from your website and other communications, all links to our websites and all the images and other materials provided under the Programme.
Relationship of the Parties to the Agreement
You and we are independent legal entities, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. You will have no authority to make or accept any offers or representations on our behalf. You will not make any representation, statement, or commitment, whether on your website or otherwise, that contradicts anything in this Agreement.
Limitations of Liability
We undertake that we will discharge our responsibilities under this Agreement with reasonable skill and care.
If we do not conform with the foregoing undertaking, we will, at our expense and in our sole discretion use our reasonable commercial endeavours to correct any such breach promptly, or to fulfil our responsibilities in a suitable alternative way. Such correction or substitution constitutes your sole and exclusive remedy for any breach of our responsibilities.
We shall not be liable to you for any failure to discharge our responsibilities under this Agreement which is caused by the act or omission of any party other than us or our authorised contractors or agents.
We do not warrant that your use of the Programme and the software and systems which administer it will be uninterrupted or error-free and we do not warrant that any information provided by us on our website or through the software and systems which administer the Programme is accurate or up to date or that any reports produced or analysis of Referral accounts will be entirely error free. Such information, reports and analysis are provided for guidance only and should not be relied on by you in any way.
We are not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities (including your Internet connection) and you acknowledge that your use of the software and systems that administer the Programme may be subject to limitations, delays and other problems inherent in the use of such systems and communications facilities.
Our liability for losses you suffer as a result of us breaching the Agreement is strictly limited to any legitimate outstanding balance due to you as a result of your participation in the Programme.
Nothing in our Terms or in the Contract excludes or limits in any way our liability:
- for death or personal injury caused by our negligence;
- for fraud or fraudulent misrepresentation; or
- for any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.
We are not responsible for indirect losses which happen as a side effect of the main loss or damage, including but not limited to:
- loss of income or revenue;
- loss of business;
- loss of profits or contracts;
- loss of anticipated savings;
- loss of data; or
- waste of management or office time
however arising and whether caused by tort (including negligence), breach of contract or otherwise provided that this clause shall not prevent any claims for direct financial loss that are not excluded by the foregoing clauses.
Costs of your Participation in the Programme
If your participation in the Programme requires any effort or expenditure on your part or if your use of the marketing materials or technical facilities provided under this Programme results in the need for development, alteration, servicing, repair or correction of equipment, software or data, you are responsible for all associated costs.
Applicable laws require that some of the information or communications we send to you should be in writing. You accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
All notices given by you to us must be given to Staff Squared at firstname.lastname@example.org. We may give notice to you at either the e-mail or postal address you provide to us in your online Referral Partner account, or by posting notices on our website. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
Transfer of Rights and Obligations
This Agreement is binding on you and us and on our respective successors and assigns.
You may not transfer, assign, charge or otherwise dispose of an Agreement, or any of your rights or obligations arising under it, without our prior written consent.
We may transfer, assign, charge, sub-contract or otherwise dispose of an Agreement, or any of our rights or obligations arising under it, at any time during the term of the Agreement.
Events Outside Our Control
We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under an Agreement that is caused by events outside our reasonable control (Force Majeure Event).
A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
- strikes, lock-outs or other industrial action;
- civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;
- fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
- impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;
- impossibility of the use of public or private telecommunications networks;
- the acts, decrees, legislation, regulations or restrictions of any government; and
- failures of our subcontractors, including our site host, to perform their obligations to us.
Our performance under any Agreement is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Agreement may be performed despite the Force Majeure Event.
If we fail, at any time during the term of an Agreement, to insist upon strict performance of any of your obligations under the Agreement or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Agreement, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
A waiver by us of any default shall not constitute a waiver of any subsequent default.
No waiver by us of any of these Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in accordance with the procedures in these Terms.
If any of these Terms or any provisions of an Agreement 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 and provisions which will continue to be valid to the fullest extent permitted by law.
We each acknowledge that, in entering into an Agreement, (and the documents referred to in it), neither of us relies on any statement, representation, assurance or warranty (Representation) of any person (whether a party to that Agreement or not) other than as expressly set out in these Terms.
Each of us agrees that the only rights and remedies available to us arising out of or in connection with a Representation shall be for breach of contract as provided in these Terms.
Our Right to Vary These Terms
We have the right to revise and amend these Terms from time to time without notice including but not limited to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our systems' capabilities.
Continued use of the Programme after any such changes shall constitute your consent to such changes. You can review the most current version of the Terms at: http://www.staffsquared.com/referralterms
Law and Jurisdiction
The Agreement and these Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such Agreement or its formation or of these Terms (including non-contractual disputes or claims) shall be subject to the non-exclusive jurisdiction of the courts of England and Wales.
Rights of Third Parties (exclusion)
No term of the Agreement shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party.