Table of Content

By agreeing to these Terms of Use, I understand and acknowledge the following:

TERMS OF USE INDEPENDENT CONTRACTOR SERVICES AGREEMENT

Updated: February 14, 2019

Jobuar Mobile Application is an internet application (“Jobuar Mobile Application” or the “Application”) owned and operated by Jobuar Pte. Ltd. (“Jobuar,” “we,” or “us”). Jobuar provides a service (the “Service”) that allows its customers (“Customers”) to access Jobuar’s network of contractors (“Jobuarers” or “you” or “Contractor”) to identify local providers to meet intermittent needs for services. The Jobuarers have access to the Application to receive and review requests for services from Customers and to determine their interest in and availability to respond to such requests.

PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE COVERED DISPUTES, RATHER THAN JUDGE OR JURY TRIALS.

Acknowledgment and Acceptance of Independent Contractor Services Agreement
This Terms of Use Independent Contractor Services Agreement (“Terms of Use” or “Agreement”) is an electronic contract that sets out the legally binding terms of the relationship between Jobuar and you. By registering to become a Jobuarer, you accept and agree to be bound by the terms of this Agreement. Please read it carefully. By accessing the Application, or becoming a Jobuarer, you accept this Agreement and agree to the terms, conditions and notices contained and/or referenced herein.

Jobuar reserves the right to change this Agreement, and add additional terms at any time, effective upon making the modified provisions available on the Application or by notifying Jobuarers directly. You are responsible for regularly reviewing the Terms of Use for modifications and updates to its terms. Continued use of the Application after any such changes are made to this Agreement shall constitute your consent to such changes. Other than making the changes available on the Application, Jobuar does not assume any obligation to notify Jobuarers of any changes to this Agreement, or the creation or modification of any additional terms.

Notwithstanding the previous paragraph or any contrary language in this Agreement, the Arbitration Agreement in Section 9 of this Agreement may not be modified or terminated absent a writing signed (electronically or otherwise) by the Company and You.

You acknowledge that you are able to electronically receive, download, and print this Agreement, any other terms, notices, forms and any other notices or documents required by, or incorporated into, this Agreement by reference, any amendments to this Agreement, or any other items required by regulation or law. Further, you agree to keep the contact information in your Account current at all times including, but not limited to, your email address, physical address, and phone number.
Use of the Application is permitted only by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, you must be at least 18 years old or the age of legal majority in the jurisdiction in which you work and legally authorized to work in Singapore to become a Jobuarer. If you do not meet these criteria, you may not register to become a Jobuarer.

1. DEFINITIONS

Capitalized terms are defined as set forth below or elsewhere in the Agreement.

1.1 “Services” means the services described in a Jobuar Request for services by a Jobuarer to a Jobuar Customer.

1.2 “Jobuar Request” means a notice provided, through the Application, to one or more Jobuarers, which includes a description of the services to be provided by the Jobuarers, the time by which the Jobuar Request must be completed (the “Jobuar Completion Date”) and the fee associated with the Jobuar Request (the “Payment”). An open request is a request for services that has not yet been accepted by a Jobuarer (“Open Request”). Jobuarers can use the Application to review Open Requests and to indicate their availability for Open Requests. Once a Jobuarer has accepted a Jobuar Request pursuant to Section 2, the Jobuar Request will become a “Jobuar Engagement”. Each Jobuar Engagement constitutes a new contract between Jobuar and the Jobuarer, and between the Jobuarer and Requestor.

1.3 “Jobuar Mobile Application” or “Application” means the software application used by Jobuar in connection with the Services.

2. JOBUARERS

2.1 Background Checks and Privacy Information. As part of your initial registration with Jobuar, you agree to immediately execute a written consent for a background check. Subject to a satisfactory background check and agreement to the terms herein, you will be eligible to use the Jobuar Mobile Application to view and accept Jobuar Requests. You further agree to complete any ongoing background checks as may be required by Jobuar or a Customer. Failure to complete the initial or ongoing background check processes may result in inability to accept Jobuar Requests and/or removal from the Jobuar Platform. Please note that in order to run your background check, Jobuar will ask for your National Registration Identity Card (“NRIC”) number during the onboarding process. We may also share your NRIC number with our payment vendors, including Stripe, in order to verify your payment account to ensure the safety of your account.

2.2 Best Efforts. By registering to become a Jobuarer and accepting an Open Request, you agree to use your best efforts to perform the Jobuar Engagement such that the Services meet the requirements and specifications of the Customer, for whom the Open Request was created. Once a Jobuarer has accepted a Jobuar Request, the Open Request will no longer be available for performance by other Jobuarers who received the Open Request. By accepting an Open Request, you are entering into a binding legal agreement to provide the Services for the Payment specified in the Open Request. Do not accept an Open Request unless you are sure that: (1) you understand what you are being asked to deliver; (2) you can perform the Services identified in the Open Request; (3) you can deliver the Services in the requested time period; and if required, you can get to and from the Customer’s location. Failure to timely deliver the Services consistent with the Customer’s requirements and specifications will constitute a breach, resulting in non-payment. Further, in the event of such a breach, you will be responsible for payment of any additional fees (e.g., rush fees) or costs incurred as a result of your failure to timely complete the Open Request in accordance with the Customer requirements.

3. INDEPENDENT CONTRACTOR RELATIONSHIP
Nothing in this Agreement is intended or should be construed to create a partnership, joint venture, or employer-jobuarer relationship between Jobuar and you or between the Customer and you. You will take no position with respect to or on any tax return or application for benefits, or in any proceeding directly or indirectly involving Jobuar that is inconsistent with your being an independent contractor (and not an jobuarer) of Jobuar. You are not the agent of Jobuar or the Customer and you are not authorized, and must not represent to any third party that you are authorized, to make any commitment or otherwise act on behalf of Jobuar or the Customer.
As an independent contractor, you are solely responsible for determining which Open Requests you will choose to accept and how, when and where you will provide the Services under this Agreement.
Jobuar does not restrict the Jobuarer’s right to provide services through other parties, including competitors of the Jobuar Mobile Application; Jobuar expects the individual performing services as a Jobuarer will provide services for other parties;
Jobuarer acknowledges and represents Jobuarer can earn income from other sources; Jobuar does not guarantee the Jobuarer any minimum amount of Jobuar Engagements;
Jobuar does not provide a performance assessment for Jobuarers, and does not oversee the actual work or instruct the individual as to how the work will be performed, or the method or process the Jobuarer uses to perform services;
Jobuar does not pay a salary or hourly rate but rather facilitates Requestor’s payment of the rate set by the Requestor;
Jobuar does not terminate the work during the term of this Agreement unless the Jobuarer violates the terms of this Agreement or fails to produce a result that meets the specifications of the Agreement;
Jobuar does not provide training, tools, equipment, benefits, or expense reimbursement to the Jobuarer;
Jobuar does not dictate the time of performance;
Jobuar does not combine its business operations in any way with the Jobuarer’s business, but instead maintains such operations as separate and distinct. Jobuarer shall have no legal authority to enter into contracts on Jobuar’s behalf or otherwise bind Jobuar in any way.
Jobuarer is responsible for obtaining and maintaining any required registration, licenses, or other authorization necessary for the services Jobuarer renders.

Without limiting the generality of the foregoing:
3.1 Benefits and Contributions. You are not entitled to or eligible for any benefits that Jobuar, its parents, subsidiaries, affiliates or other related entities may make available to its jobuarers, such as group insurance, profit-sharing or retirement benefits. Because you are an independent contractor, Jobuar will not withhold or make paymentsto Central Provident Fund (“CPF”), make unemployment insurance or disability insurance contributions, or obtain workers’ compensation insurance on your behalf. If, notwithstanding the foregoing, you are reclassified as an jobuarer of Jobuar, or any affiliate of Jobuar (“Affiliate”), by the Inland Revenue Authority of Singapore (“IRAS”), or any other federal, state or foreign court or agency, you agree that you will not, as the result of such reclassification, be entitled to or eligible for, on either a prospective or retrospective basis, any jobuarer benefits under any plans or programs established or maintained by either the Customer and its parents, subsidiaries, affiliates or related entities or by Jobuar, its parents, subsidiaries, affiliates or other related entities.

3.2 Taxes. You are solely responsible for filing all tax returns and submitting all payments as required by IRAS as well as any federal, state, local, or foreign tax authority arising from the payment of Payments to you under this Agreement, and you agree to do so in a timely manner. You will comply with all applicable federal, state, local, and foreign laws governing self-employed individuals, including laws requiring the payment of taxes, such as income and employment taxes, and CPF, disability and other contributions. To the extent required by the IRAS, Jobuar will report the Payments paid to you for services rendered as part of Jobuar engagements to IRAS. You consent to electronic delivery of tax Form, if such form is required or filed. You agree to indemnify Jobuar for the cost of any tax liabilities incurred by Jobuar as a result of your failure to pay all applicable taxes in a timely manner.

3.3 Third Party Payment Processing Services. Payment processing services for Jobuarers are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a Jobuarer on Jobuarer, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Jobuar enabling payment processing services through Stripe, you agree to provide Jobuar accurate and complete information about you and your business, and you authorize Jobuar to share it and transaction information related to your use of the payment processing services provided by Stripe or with any other payment processing services provider that Jobuar may use.

4. CONFIDENTIALITY

4.1 Use and Disclosure. From time to time, you may be given access to confidential information in the course of performing engagements that you receive through Jobuar. During the term of this Agreement and at all times thereafter, you will (a) hold all Confidential Information in strict trust and confidence, (b) refrain from using or permitting others to use Confidential Information in any manner or for any purpose not expressly permitted or required by this Agreement, and (c) refrain from disclosing or permitting others to disclose any Confidential Information to any third party without obtaining Jobuar’s express prior written consent on a case-by-case basis. “Confidential Information” means any and all information related to Jobuar’s or any Customer’s business (including trade secrets, technical information, business forecasts and strategies, marketing plans, customer and supplier lists, personnel information, financial data, and proprietary information of third parties including Customers) that Jobuar and/or the Customer considers to be confidential or proprietary or which Jobuar has a duty to treat as confidential.

4.2 Standard of Care. You will protect the Confidential Information from unauthorized use, access, or disclosure in the same manner as you protect your own confidential or proprietary information of a similar nature, and with no less than reasonable care.

4.3 Exceptions. Your obligations under Sections 4.1 and 4.2 will terminate with respect to any particular information that you can prove, by clear and convincing evidence, (a) you lawfully knew prior to Jobuar’s first disclosure to you, (b) a third party rightfully disclosed to you free of any confidentiality duties or obligations, or (c) is, or through no fault of you has become, generally available to the public. Additionally, you will be permitted to disclose Confidential Information to the extent that such disclosure is expressly approved in writing by Jobuar, or is required by law or court order, provided that you immediately notify Jobuar in writing of such required disclosure and cooperate with Jobuar, at Jobuar’s reasonable request and expense, in any lawful action to contest or limit the scope of such required disclosure, including filing motions and otherwise making appearances before a court.

4.4 Removal; Return. Upon Jobuar’s request and upon any termination or expiration of this Agreement, you will promptly (a) return to Jobuar or, if so directed by Jobuar, destroy all Confidential Information (in every form and medium), (b) permanently erase all electronic files containing or summarizing any Confidential Information, and (c) certify to Jobuar in writing that you have fully complied with these obligations.

5. NO CONFLICTS
You represent and warrant that you are not subject to any contract or duty that would be breached by entering into or performing your obligations under this Agreement, or any Jobuar Engagement, or that is otherwise inconsistent with this Agreement or any Jobuar Engagement.

6. REPRESENTATIONS AND WARRANTIES

6.1  General. You represent, warrant, and covenant that:
(a)  You have full right, power, and authority to enter into and perform under this Agreement without the consent of any third party (including any of your current or former employers);
(b)  You will comply with all of the terms of this Agreement;
(c) You will fully conform to the Customer specifications, requirements, and other terms of any Jobuar Request that you accept, and the Services delivered will be of a professional and workmanlike quality;
(d) You will comply with all applicable laws, rules and regulations in connection with performance of the Services under this Agreement;
(e) Any workers that you may employ, engage or otherwise retain to assist with performance of Services under this Agreement are properly classified and treated under any applicable laws and will assist with the performance of Services in a safe, lawful and workmanlike manner.

6.2. Indemnification. You will indemnify and hold harmless Jobuar and its parents, affiliates, jobuarers, and agents from and against any and all liabilities, losses, damages, costs, and other expenses (including attorney fees and costs associated with litigation) arising from or relating to a breach by you of any representation, warranty, covenant, or obligation in this Agreement, or arising from or relating to any negligent or intentional act or omission committed by you, in connection with the performance of any Jobuar engagement, which act or omission gives rise to any claim for damages against you, Jobuar and/or its parents, affiliates, jobuarers or agents. Jobuar specifically denies any obligation to defend and/or indemnify you from and against any third party claims made against you arising from any negligent or intentional act or omission committed by you in connection with the performance of any Jobuar engagement.

6.3 Insurance. You acknowledge that you are an independent contractor, not an jobuarer of Jobuar. As such, you acknowledge and understand that you are not covered by any insurance that may be provided by Jobuar to its jobuarers, including, without limitation, health insurance, workers compensation insurance, general liability insurance, and automobile liability insurance. Jobuar requires that, as an independent contractor, you maintain workers’ compensation or occupational accident insurance for which you are solely and exclusively responsible for. Specifically, in the event that you are injured while working in the course and scope of an engagement for Jobuar, you acknowledge and understand that you will not be covered by any workers compensation insurance coverage that Jobuar may provide to its jobuarers. Further, in the event that your actions cause an injury to a third party while you are working in the course and scope of performing a Jobuar Engagement or the Services, you acknowledge and understand that you will not be covered by any general liability or automobile liability insurance coverage that Jobuar may have, and that Jobuar is not making any commitment to defend and/or indemnify you in such circumstances, and specifically denies such obligation.

6.4 Warranty Disclaimer. The Application is provided “as is,” as available and without any warranties or conditions (express or implied, including the implied warranties of merchantability, accuracy, fitness for a particular purpose, title and non-infringement, arising by statute or otherwise in law or from a course of dealing or usage or trade). We disclaim all and make no representations or warranties, of any kind, either express or implied, as to the quality, identity or reliability of any third party, or as to the accuracy of the postings made on the Application by any third party. Some states and jurisdictions do not allow for all the foregoing limitations on implied warranties, so to that extent, if any, some or all of the above limitations may not apply to you.

7. LIMITATION OF LIABILITY

IN NO EVENT WILL JOBUAR BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. JOBUAR’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED THE AGGREGATE AMOUNT OF PAYMENTS OWED BY JOBUAR FOR JOBUAR ENGAGEMENTS PERFORMED UNDER THIS AGREEMENT DURING THE TWELVE-MONTH PERIOD PRIOR TO THE OCCURRENCE OF THE FIRST CLAIM TO GIVE RISE TO LIABILITY UNDER THIS AGREEMENT.

8. TERM & TERMINATION

8.1 Term; Termination by Jobuar. This Agreement is for a term of 60 days, and is automatically and continuously renewed for additional 60-day terms with continued use. In the event more than 60 days passes without the Jobuarer using the Jobuar Mobile Application, then the Jobuarer’s next use constitutes a renewal of this Agreement. Jobuar reserves the right to terminate your access to the Application if you have not accepted a Jobuar Engagement in the previous twelve calendar months, if you materially breach the Agreement or any Jobuar Engagement, if you violate the law in connection with your use of the Application (or in connection with the performance of the Services) or if you have otherwise engage in conduct in using the Application that Jobuar, in its sole discretion, believes in good faith to be detrimental to its business interests.

8.2 Survival. Sections 3 (“Independent Contractor Relationship”), 4 (“Confidentiality”), 5 (“No Conflicts”), 6 (“Representations and Warranties”), 7 (“Limitation of Liability”), 8.2 (“Survival”), and 9 (“General Provisions”) will survive any termination or expiration of this Agreement and/or any modification or termination of the Application. Termination or expiration of this Agreement will not affect either party’s liability for any breach of this Agreement such party may have committed before such expiration or termination.

9. GENERAL PROVISIONS

9.1 Law. Except for the “Mandatory Binding Individual Arbitration And Class Action Waiver” below, which is governed by the Singapore’s Arbitration Act, this Agreement or any claim, cause of action or dispute (“Claim”) arising out of or related to this Agreement shall be governed by the laws of the state in which the Jobuarer resides regardless of your country of origin or where you access Jobuar, and notwithstanding any conflicts of law principles.

9.2   Mandatory Binding Individual Arbitration and Class Action Waiver (“Arbitration Agreement”).  The Company and Contractor mutually agree to resolve any justiciable disputes between them exclusively through final and binding arbitration instead of filing a lawsuit in court.  This Arbitration Agreement is governed by the Singapore’s Arbitration Act, and, except as otherwise provided in this Arbitration Agreement, shall apply to any and all claims arising out of or relating to this Contract, the Contractor’s classification as an independent contractor, Contractor’s provision of services to the Company  or its Customers, the payments received by Contractor for providing services to the Company  or its Customers, the termination of this Contract, and all other aspects of the Contractor’s relationship with the Company, past, present or future, whether arising under federal, state or local statutory and/or common law, including without limitation harassment, discrimination or retaliation claims, claims based on a joint employment or misclassification theory, and all other federal or state legal claims arising out of or relating to Contractor’s relationship or the termination of that relationship with the Company. The agreement by Contractor and the Company to mutually arbitrate disputes provides consideration for this Arbitration Agreement. This Arbitration Agreement applies to claims and disputes that the Company may have against Contractor and/or that Contractor may have against the Company, and (1) its affiliates and partners (2) its officers, directors, jobuarers, or agents in their capacity as such or otherwise, and/or (3) all successors and assigns of any of them; any and all of which may enforce this Arbitration Agreement.
The Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or alleged waiver of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. However, as stated in the “Class Action Waiver” below, the preceding sentence shall not apply to the clause entitled “Class Action Waiver.”
(a)     If either party wishes to initiate arbitration, the initiating party must notify the other party in writing via certified mail, return receipt requested, or hand delivery within the applicable statute of limitations period.  This demand for arbitration must include (1) the name and address of the party seeking arbitration, (2) a statement of the legal and factual basis of the claim, and (3) a description of the remedy sought.  Any demand for arbitration by Contractor must be delivered to support@Jobuar.com.
(b)     Class Action Waiver.  The Company and Contractor mutually agree that by entering into this Arbitration Agreement , both waive their right to have any dispute or claim brought, heard or arbitrated as a class action and/or collective action, and an arbitrator shall not have any authority to hear or arbitrate any class and/or collective action (“Class Action Waiver”). Notwithstanding any other clause contained in this Arbitration Agreement or the AAA Rules, as defined below, any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. In any case in which (1) the dispute is filed as a class and/or collective action and (2) there is a final judicial determination that all or part of the Class Action Waiver is unenforceable, the class or collective action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration.
(c)   Contractor agrees and acknowledges that entering into this Arbitration Agreement does not change Contractor’s status as an independent contractor in fact and in law, that Contractor is not an jobuarer of the Company or the Company’s Customer and that any disputes in this regard shall be subject to arbitration as provided in this Arbitration Agreement.
(d)     Any arbitration shall be governed by the rules as set out in Singapore Employment Act and or as determined by the Tripartite Alliance for Dispute Management (TADM), except as follows:
(1)     The arbitration shall be heard by one arbitrator selected in accordance with Singapore’s laws.
(2)     If the parties cannot otherwise agree on a location for the arbitration, the arbitration shall take place in the city in which Contractor performed his contractual duties for The Company.

(3)     The Arbitrator may issue orders (including subpoenas to third parties) allowing the parties to conduct discovery sufficient to allow each party to prepare that party’s claims and/or defenses, taking into consideration that arbitration is designed to be a speedy and efficient method for resolving disputes.
(4)     Except as provided in the Class Action Waiver, the Arbitrator may award all remedies to which a party is entitled under applicable law and which would otherwise be available in a court of law, but shall not be empowered to award any remedies that would not have been available in a court of law for the claims presented in arbitration.
(5)     The Arbitrator’s decision or award shall be in writing with findings of fact and conclusions of law. The award issued by the Arbitrator may be entered in any court of competent jurisdiction.
(6) Either the Company or Contractor may apply to a court of competent jurisdiction for temporary or preliminary injunctive relief on the ground that without such relief the arbitration provided in this paragraph may be rendered ineffectual; provided, however, that all determinations of final relief shall be decided in arbitration, and pursuing the temporary or preliminary injunctive relief shall not constitute a waiver of rights under this agreement to arbitrate.

(e) This arbitration agreement is the full and complete agreement relating to the formal resolution of disputes covered by this arbitration agreement. Except In addition to as stated with regard to the Class Action Waiver, above, in the event any portion of this arbitration agreement is deemed unenforceable, the remainder of this arbitration agreement will be enforceable. The Arbitration Agreement is a contractual agreement to mutually arbitrate claims; therefore any statements in any Company handbooks or policies that otherwise disclaim contracts do not apply to this Arbitration Agreement. 9.3 Modifications to Application. Jobuar reserves the right at any time to modify or discontinue, temporarily or permanently, the Application or the Service (or any part thereof) with or without notice. However, as stated above in Section 8.2 above, Section 9 (“General Provisions”), which contains the Arbitration Agreement, will survive any termination or expiration of this Agreement and/or any modification or termination of the Application or the Service. You agree that Jobuar shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Application or the Services.

Appendix
PAYROLL SERVICES AGREEMENT
This Services Agreement (“Services Agreement”) is a binding legal agreement between and among Customer, Jobuarer, Jobuar and Payroll Company that Jobuar chooses as the employer of record (as described below). By using Jobuar Payroll Services (“Jobuar Payroll Services”) provided by the Jobuar Services Application (“Application”), you signify that you have read, understand, accept and agree to be bound by this Services Agreement.
This Services Agreement includes and incorporates by this reference the agreements and policies (collectively the “Terms of Service”) relating to the Application. Jobuar reserves the right to revise this Services Agreement and the Terms of Service and all information linked to them from time to time in its sole discretion. Jobuar may make such revisions without prior notice: check back often for updates. Unless otherwise provided in such revision, the Services Agreement or Terms of Service, or any revised part of them, will take effect when and as posted.

EMPLOYMENT RELATIONSHIP AND EMPLOYER OF RECORD
Upon accepting a Jobuar Request or an Open Request that is classified as Payroll with Customer through the Application (each a “Payrolled Jobuar Engagement”), Jobuarer agrees and understands that Jobuar will choose the payroll service company (the “Payroll Company”) to be the employer of record, meaning the Jobuarer will be an jobuarer of Payroll Company (a “Payroll Jobuarer”) solely for Payrolled Jobuar Engagements. All other Jobuar Engagements will be on an independent contractor basis, as outlined in the Terms of Service. Jobuar will instruct Payroll Company to assign Jobuarer to work for Customer, and Customer is responsible for supervising Jobuarer.
Except as otherwise stated in this Services Agreement, Payroll Company is responsible for managing payroll, taxes, government documents, benefits (if applicable) and insurance. Customer is responsible for the supervision, direction and control of the day-to-day activities of each Jobuarer assigned to Customer. Jobuarer is responsible for performing the agreed-upon work for Customer.

HIRING REPRESENTATIONS, DISCLAIMERS AND LIMITATIONS
Customer acknowledges and agrees that Customer has selected a Jobuarer to become a Payroll Jobuarer based upon Customer’s determination that the Jobuarer accepted a Jobuar Request or an Open Request. Neither Jobuar nor the Payroll Company makes any representations or warranties as to the skills, experience, background or education of any Jobuarer.
Jobuarer acknowledges that Jobuarer has agreed to become a Payroll Jobuarer servicing Customer based on Jobuarer’s own determination that Customer offers work acceptable and appropriate for Jobuarer on terms that are acceptable to Jobuarer. Jobuarer agrees to complete such documents as Jobuar and/or Payroll Company may legally and reasonably require to complete the employer/jobuarer relationship, including without limitation applicable tax forms (collectively, the “Employment Paperwork”). Jobuarer understands and agrees that Jobuarer will not become an jobuarer of Payroll Company or be entitled to work for Customer or receive payment from Payroll Company until all Employment Paperwork has been completed and returned to Payroll Company, and Payroll Company has accepted Jobuarer as an jobuarer.
Customer will continue to issue Open or Jobuar Requests and pay for Jobuarer through the Application. Jobuar assumes no responsibility for and shall exert no control over the projects and work assigned to Jobuarer, nor has Jobuar had any role in Customer’s decision to engage Jobuarer via Payroll Services. Jobuar shall not direct the work of or supervise (to any degree, directly or indirectly) Jobuarer, nor shall Jobuar determine any terms and conditions of Jobuarer’s employment relationship with Payroll Company or Customer (including but not limited to rate of pay, performance evaluation, discipline and/or termination). Jobuar merely provides the platform for Customer to request Jobuarer to accept certain work assignments, and separately facilitates the relationship between Customer and the Payroll Company that will handle the administration of payroll and other legal obligations of Customer with regard to Jobuarer. These facts, alone or in combination, do not make Jobuar an employer of Jobuarer or a co-employer/joint employer with Customer and/or the Payroll Company. Jobuarer acknowledges and agrees that he/she is not an jobuarer, consultant, or independent contractor of Jobuar, and that he/she will not be providing any services to Jobuar (directly or indirectly) while employed by Payroll Company.
Jobuarer shall be solely responsible for the professional performance of Jobuarer’s work. Jobuarer shall be solely liable for its acts, omissions and negligence.

PAYROLL SERVICES
The following are the services provided by the Payroll Company for Payroll Jobuarers assigned to Customer: (i) calculation and payment of wages (including overtime wages) based upon submitted timesheets; (ii) collection, payment and reporting of all federal, state and local taxes on such wages; (iii) administration and management of unemployment claims; (iv) administration and collection of wages associated with wage garnishments; (v) workers’ compensation coverage. In addition, the Payroll Company shall provide and bear sole responsibility for any health or disability insurance, retirement benefits or other welfare or pension benefits (if any) to which such personnel may be entitled based on eligibility.

CONTROL OF WORKPLACE
Customer and Jobuarer acknowledge and agree that the neither Jobuar nor the Payroll Company will control the workplace in which a Payroll Jobuarer will perform services for a Customer.

PAYROLL JOBUARER SUPERVISION AND LIMITATIONS ON SCOPE OF EMPLOYMENT
At all times, the Customer will maintain the exclusive supervision, direction and control of the day-to-day activities of each Payroll Jobuarer. The Customer shall be responsible for the implementation and enforcement of any and all workplace laws, rules, regulations and for any procedures that exist for the purpose of preventing the misappropriation, theft or embezzlement of the Customer’s property, including without limitation intellectual property.
Customer acknowledges and agrees that Payroll Jobuarers are not jobuarers or consultants of Jobuar and that Jobuar maintains no control over any Jobuar Engagement, supervision of Jobuarers, payroll practices or other terms and conditions of the working relationship described herein. Customer further acknowledges and agrees that Payroll Jobuarers are jobuarers of the Payroll Company for purposes of payroll processing and, in some cases, the provision of certain statutorily required jobuarer benefits, but that the Payroll Company maintains no control over the work assignments, supervision, or other terms and conditions of the working relationship except as described in this Services Agreement.

EQUAL EMPLOYMENT OPPORTUNITY, WORKPLACE LAWS
Payroll Company selected by Jobuar to provide Payroll Services is an equal opportunity employer and does not discriminate against any candidate, applicant, jobuarer, independent contractor or Payroll Jobuarer on the basis of race, color, religion, sex, national origin, age, creed, ancestry, veteran or military status, disability unrelated to the essential functions of a job, or any other basis prohibited by federal, state or local law. Customer and Payroll Jobuarer shall comply with all federal, state, and local laws that prohibit unlawful discrimination or harassment.
Policy Against Sexual Harassment And Other Illegal Harassment
Payroll Company, Customer and Jobuar prohibit sexual and other illegal workplace harassment. Customer shall train its Payroll Jobuarers about their rights and responsibilities pursuant to applicable law pertaining to non-harassment or other illegal workplace harassment. Customer will be informed if any special training requirements legally pertain to a Payroll Jobuarer by virtue of that person being employed by Payroll Company. Payroll Company and Customer will provide all Payroll Jobuarers with written information detailing their rights and responsibilities under Customer’s and Payroll Company’s policies against sexual harassment and other illegal workplace harassment. Customer shall inform Payroll Company immediately of any complaint of illegal harassment by or against a Payroll Jobuarer and shall undertake and complete a prompt and thorough investigation of any such complaint. Upon notification, Payroll Company may assist Customer with the investigation of sexual harassment complaints made by or against Payroll Jobuarers, but the costs associated with such investigation shall be borne by Customer.
If Jobuarer believes that he/she has not been provided equal opportunity in any manner, or if Jobuarer becomes aware of discrimination or harassment, Jobuarer should immediately report that conduct to Jobuar at support@Jobuar.com

REQUIRED NOTIFICATIONS
The Customer will send all written notices and payroll communications to Jobuar in accordance with the requirements of the Terms of Service.
Jobuarer must inform Customer of any work-related injury in connection with services performed for Customer. Customer will provide Jobuar with written notice within three (3) days of its own receipt of any notice of a work-related accident or injury, and within three (3) days of its receipt of any notice of any garnishment orders, involuntary deduction orders, notices of IRAS liens and other forms of legal process affecting the payment of wages to a Payroll Jobuarer.

DISCLAIMERS
Notwithstanding anything to the contrary, Customer and Jobuarer acknowledge and agree that:

Jobuar, via the Application, is solely an online venue for buyers and sellers of services and, as such, shall not be responsible for any breach or failure to perform of the Payroll Company or any other action or inaction of the Payroll Company or any Customer or any Jobuarer; and
Payroll Company shall not be responsible for any breach or failure to perform of Jobuar or any Customer or any other action or inaction of Jobuar or any Customer or any Jobuarer.

CHANGE OF PAYROLL COMPANY
Jobuar may designate a new third party payroll company (“New Company”), at any time in Jobuar’s sole discretion, to perform Jobuar Payroll Services. Upon such designation, or at any other time as directed by Jobuar, Customer shall: (i) cooperate with such New Company in every reasonable manner to ensure uninterrupted performance of the Jobuar Payroll Services; or if directed by Jobuar (ii) immediately assume all obligations of an employer to the Payroll Jobuarers and immediately assume full responsibility for providing payroll services and workers’ compensation coverage until such time as a New Company takes over such duties from The Payroll Company. If directed by Jobuar, Customer shall inform Payroll Jobuarers that they are no longer covered by the Payroll Company for Jobuar Payroll Services, workers’ compensation and/or health care policies.

GENERAL PROVISIONS
Governing Law and Venue. The Services Agreement and any action related thereto will be governed, controlled, interpreted, and defined by and under the laws of Singapore as set forth in the Arbitration provision above, without giving effect to any conflicts of laws principles that require the application of the law of a different jurisdiction. Customer and Jobuarer hereby expressly consents to the personal jurisdiction and venue in the state and federal courts or the county in which Customer’s principal place of business is located solely in the event of any lawsuit filed there against Jobuarer by Customer or by Jobuar arising from or related to Jobuar Payroll Services and/or this Services Agreement.
Severability. If any provision of the Services Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of the Services Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
No Assignment. The Services Agreement, and the party’s rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by either party without the other’s prior written consent, and any attempted Job, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of the Services Agreement will be binding upon assignees. Notwithstanding the foregoing, Customer may, without the consent of Jobuarer, assign any rights and obligations under the Payroll.
Waiver. Any waiver or failure to enforce any provision of the Services Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
Execution and Delivery; Binding Effect. The parties will evidence execution and delivery of the Services Agreement with the intention of becoming legally bound, by using Jobuar Payroll Services provided by the Application.

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CUSTOMER AGREEMENT FOR JOBUAR SERVICE

Updated: February 14, 2019

Jobuar Pte. Ltd. (“Jobuar”) provides a service (the “Service”) that allows its customers to connect with Jobuar’s network of geographically distributed contractors (“Jobuarers”) to obtain service providers for various short term engagements. Please read this Customer Agreement (“Agreement”) in its entirety if you wish to become a customer.

ACKNOWLEDGMENT AND ACCEPTANCE OF CUSTOMER AGREEMENT
This Agreement sets out the terms of the relationship between Jobuar and you. By signing this Agreement and/or by using the Application or the Jobuar Mobile Application in connection with the Service, you represent that (1) you have read, understand, and agree to be bound by this agreement, and (2) you have the authority to enter into this agreement personally or on behalf of the company you have named as the Customer. The terms “you” and “Customer” refer to you or the legal entity which you work for or represent. This agreement includes Jobuar’s Privacy Policy.
You agree and understand that certain features of the Application (defined below) may be subject to additional terms and conditions or registration requirements. You agree to abide by these additional terms and you further agree that a violation of those terms shall constitute a breach of this Agreement. Jobuar reserves the right to change this Agreement, and any additional terms at any time, effective upon making the modified provisions available on the Application or by notifying you directly. You are responsible for regularly reviewing this Agreement for updates and modifications to its terms. Continued use of the Application and/or the Jobuar Mobile Application after any such changes are made to this Agreement shall constitute your consent to such changes. Other than making the changes available on the Application, Jobuar does not and will not assume any obligation to notify Jobuarers of any changes to this Agreement, or the creation or modification of any additional terms.

1. DEFINITIONS
Capitalized terms are defined as set forth below or elsewhere in the Agreement.
1.1  “Deliverables” means the deliverables specified in a Jobuar Request for delivery by a Jobuarer to you.
1.2  “Jobuar Request” means a notice provided by Jobuar to one or more Jobuarers, which includes a description of the services to be provided by the Jobuarers and the associated Deliverables, the date by which the Jobuar Request must be completed and the fee for the Jobuarer who performs the Jobuar Request (the “Payment”).   The Payment will be subject to an additional charge to compensate Jobuar for creating, hosting, administering and providing the Application (the “Service Fee”).
1.3  “Jobuar Mobile Application” or the “Application” means the software used by Jobuar in connection with the Service.
1.4  “Service Request” means a request for Service or work by you which includes a description of the Deliverables for which you wish to engage Jobuarers. Once the Customer and Jobuarer have agreed upon the terms of a Service Request pursuant to Section 2, the Service Request will become a “Service Engagement”.

2. SERVICE REQUEST
Customer may from time to time submit a Service Request to Jobuar via the Application. We reserve the right to reject any Service Request that is not appropriate, that violates the terms of service or use or that we believe in good faith to be inconsistent with the business interests of Jobuar or the integrity of the Application.

3. FEES AND PAYMENT

3.1 Fees. Jobuar charges fees and collects payment for each Service Engagement. You agree to provide Jobuar with complete and accurate billing and contact information, including but not limited to, Customer’s legal name, street address, e-mail address, and the name and telephone number of an authorized billing contact. You agree to update this information within thirty (7) days of any change to it. If the contact information you have provided is false or fraudulent, Jobuar reserves the right to terminate your access to the Service, and any outstanding Service Engagement, in addition to pursuing any available legal remedies. Generally, you will be billed each day for services provided that day. Special payment arrangements may be made when appropriate. The Service Fee for engaging a Jobuarer as an independent contractor totals 10% of the Payment amount and is generally for creating, hosting, administering, maintaining and providing the Application (collectively, the “Invoice Amount”). A Service Request shall be considered complete once the Deliverables have been accepted by Customer in accordance with Section 4. The charge for Service Engagements that involve Jobuar’s payroll application for hiring Jobuarers as jobuarers will be determined based on the type of engagement and geographic location of the Jobuarer and that is mutually agreed upon by Jobuar and you.

3.2 Taxes. Jobuar’s fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with its purchases hereunder. If Jobuar has the legal obligation to pay or collect Taxes for which Customer is responsible under this section, the appropriate amount shall be invoiced to and paid by Customer.

3.3 Direct Hire Fee. In the event Customer or any Customer director, officer, or jobuarer (collectively, “Customer Personnel”) desires to Hire or otherwise directly engage a Jobuarer outside of the Jobuar Application in the twelve (12) months following Customer’s or any Customer Personnel’s last contact with Jobuarer through the Jobuar Mobile Application, Customer will notify Jobuar and subsequently Customer will be billed and Customer agrees to pay one thousand Singapore Dollars (SGD1000) for such direct Hire or other engagement of the Jobuarer. In the event Customer does not notify Jobuar of direct Hire within 7 days of engaging the Jobuarer, Customer will be billed and Customer agrees to pay two thousand Singapore Dollars (SGD2000) for such direct Hire. Such Direct Hire Fee shall be charged regardless of whether: (a) Jobuarer contacts Customer or applies to Customer independently or otherwise through a public job posting or other job board; (b) different Customer Personnel are involved in the direct Hire of the Jobuarer and previous engagement of the Jobuarer through the Jobuar Mobile Application; or (c) Customer notifies Jobuar of such direct Hire or engagement of the Jobuarer. Any hire or engagement of the Jobuarer by Customer set forth above shall be defined as a “Hire” and shall trigger the Direct Hire Fee, including a full time hire, part time hire, independent contractor hire, intern hire, or any other such engagement where Jobuarer receives any compensation from Customer. In addition, “Hire” also shall include any situation where Customer who had contact with Jobuarer through the Jobuar Application provides any information regarding Jobuarer to a third party and that third party hires Jobuarer within the twelve (12) month period, in any capacity, whether a full time hire, part time hire, independent contractor hire, intern hire, or any other such engagement or relationship where Jobuarer receives any compensation, directly or indirectly, from Customer and/or the third party.

3.4 Late Cancellation Fee. In the event that Customer cancels a project or a Service Engagement before the performance of the service is scheduled to begin, then depending on the time when the cancellation happens, the Customer may be required to pay a portion or full cost of the Service Engagement. The cost includes both the payment to the Jobuarer and the fee paid to Jobuar

3.5 Late Payment Charges. Any invoice which remains unpaid after the due date shall bear interest at the rate of 1.5% per month. If the amount of any late payment charge exceeds the maximum permitted by law, the charge will be reduced to that maximum amount.

4. IP OWNERSHIP

4.1 Jobuar IP. Customer acknowledges that all the intellectual property rights in the Application, the Service, the Jobuar Mobile Application, and any metadata or other information generated or submitted to Jobuar by a Jobuarer in the course of performing a Jobuar Request are owned by Jobuar or Jobuar’s licensors or suppliers (the “Jobuar IP”). Customer shall not obtain, by this Agreement, any right, title or interest in the trademarks of Jobuar or Jobuar’s licensors, affiliates or suppliers, nor shall this Agreement give Customer the right to use, refer to, or incorporate in marketing or other materials the name, logos, trademarks or copyrights of Jobuar or Jobuar’s licensors, affiliates or suppliers. Customer agrees not to (a) reproduce, modify, publish, transmit, distribute, publicly perform or display, sell, or create derivative works based on the Jobuar IP, or (b) rent, lease, loan, or sell access to the Jobuar IP.

4.2 Suggestions. Customer hereby grants to Jobuar a royalty-free, worldwide, transferable, irrevocable, perpetual license to use, reproduce, modify, or incorporate into the Jobuar IP, and otherwise fully exploit, any suggestions, enhancement requests, recommendations or other feedback provided by Customer related to the Jobuar IP.

5. CONFIDENTIALITY

5.1 Definition of Confidential Information. As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. However, Confidential Information shall not include any information that (a) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (b) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (c) is received from a third party without breach of any obligation owed to the Disclosing Party, or (d) was independently developed by the Receiving Party without access to, or use of, the Disclosing Party’s Confidential Information.

5.2 Protection of Confidential Information. Except as otherwise permitted in writing by the Disclosing Party, the Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) and shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and the Receiving Party shall only disclose the Confidential Information of the Disclosing Party to those of the Receiving Party’s jobuarers, contractors and agents who need such access to perform obligations or exercise rights under this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.

5.3 Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent such disclosure is compelled by law, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to such Confidential Information.

5.4 Information Included in Service Engagements. Notwithstanding the foregoing, Customer acknowledges and agrees that some of the information that it provides in Service Engagements will be sent to Jobuarers who will need this information to respond to requests to perform one or more Jobuar Requests. By submitting a Service Request, Customer is requesting, and expressly consents to have details of the Service Engagement sent to Jobuarers that provide like or similar services to those sought through the Jobuar Requests. Customer agrees that all information that Customer provides will be accurate, current and truthful to the best of its knowledge.

6. DISCLAIMERS
THE SERVICE AND THE DELIVERABLES ARE PROVIDED “AS-IS” AND “AS-AVAILABLE.” JOBUAR EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. JOBUAR MAKES NO WARRANTY THAT (A) THE SERVICE OR DELIVERABLES WILL MEET CUSTOMER’S REQUIREMENTS; (B) THE SERVICE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; OR (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR DELIVERABLES WILL BE ACCURATE OR RELIABLE. JOBUAR DOES NOT AND CANNOT GUARANTEE A MATCH BETWEEN EACH JOBUAR REQUEST AND A JOBUARER OR THAT THERE ARE JOBUARERS IN EACH GEOGRAPHIC AREA REQUESTED BY CUSTOMER WHO ARE WILLING TO FULFILL THE JOBUAR REQUEST AT THE TIME AND PLACE REQUESTED. CUSTOMER ACKNOWLEDGES AND AGREES THAT JOBUAR HAS NO LIABILITY FOR THE ACTION, OR INACTION, OF ANY JOBUARER AND THAT THERE IS NO EMPLOYMENT, JOINT VENTURE, OR AGENCY RELATIONSHIP BETWEEN JOBUAR AND THE JOBUARERS. JOBUAR DOES NOT GUARANTEE OR WARRANT THE JOBUARERS’ PERFORMANCE OF THE JOBUAR REQUESTS OR THE OUTCOME OR QUALITY OF THE DELIVERABLES PROVIDED.

7. LIMITATION OF LIABILITY; INDEMNITY
IN NO EVENT SHALL JOBUAR BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOST PROFITS OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM CUSTOMER’S USE OF THE JOBUAR IP OR THE DELIVERABLES, EVEN IF JOBUAR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, JOBUAR’S LIABILITY TO CUSTOMER FOR ANY DAMAGES ARISING FROM OR RELATED TO CUSTOMER’S USE OF THE JOBUAR IP OR THE DELIVERABLES (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF ACTION) WILL AT ALL TIMES BE LIMITED TO THE FEES CUSTOMER PAID TO JOBUAR IN THE TWELVE (12) MONTHS PRIOR TO THE OCCURRENCE OF THE FIRST CLAIM TO GIVE RISE TO LIABILITY UNDER THE AGREEMENT.
Customer warrants and represents that it has properly classified all Jobuarers that are used to provide services through the Jobuar Application. Customer further agrees to indemnify, defend, and hold harmless Jobuar and its parents, affiliates, jobuarers, and agents from and against any and all liabilities, losses, damages, costs, and other expenses (including attorney fees and costs associated with litigation) arising from or relating to: (1) a breach by you of any representation, warranty, covenant, or obligation in this Agreement; (2) any negligent or intentional act or omission committed by you, in connection with the performance of this Agreement, which act or omission gives rise to any claim for damages against you, Jobuar and/or its parents, affiliates, jobuarers or agents; or (3) your violation of applicable law. Jobuar specifically denies any obligation to defend and/or indemnify you from and against any third party claims made against you arising from any negligent or intentional act or omission committed by you in connection with the performance of any Jobuar engagement.

8. RELATIONSHIPS BETWEEN JOBUAR, JOBUARERS AND THE CUSTOMERS

8.1 Jobuar provides a platform through which Customers and Jobuarers can buy and sell Services online. Under this Agreement (and Jobuar’s service agreement with Jobuarers), Jobuar provides services to both Customers and Jobuarers, including the provision of a technology platform, aimed at facilitating the formation of contracts between Customers and Jobuarers and informally managing disputes related to those contracts. Through the Application, Customers can post Service Requests and invite Jobuarer to accept. If a Customer and Jobuarer agree on terms, including how a Jobuarer will be classified, a Contract is formed directly between such Customer and Jobuarer.

8.2 The Parties expressly agree that no joint venture, partnership, employment, or agency agreement exists between them as a result of this Agreement or any use of the Application.

8.3 Worker classification. Customer assumes all liability for proper classification of Jobuarers as independent contractors or jobuarers based on applicable legal guidelines. This Agreement does not create a partnership or agency relationship between Customer and Jobuarer. Jobuarer does not have authority to enter into written or oral — whether implied or express — contracts on behalf of Customer. Jobuarer acknowledges that Jobuar does not, in any way, supervise, direct, or control Jobuarer’s work or Services performed in any manner. Jobuar does not set Jobuarer’s work hours and location of work, nor is Jobuar involved in determining the type or manner compensation to be paid for any Service Request. Jobuar will not provide Jobuarer with training or any equipment, labor or materials needed for a particular Request. Jobuar will not deduct any amount for withholding, unemployment, Central Provident Fund (“CPF”), or other taxes as it would in the case of an jobuarer. Customer and Jobuarer will be solely responsible for all tax returns and payments required to be filed with or made to any federal, state, or local tax authority, in any nation, with respect to Jobuarer’s performance of Service Requests. For Contracts classified as independent contractor relationships, Customer may not require an exclusive relationship between Customer and Jobuarer. A Jobuarer classified as independent contractor is free at all times to perform Requests, be employed by or otherwise engage with persons or businesses other than Customer, including any competitor of Customer. For Contracts classified as employer-jobuarer relationships, Customer will manage the Jobuar Request through Jobuar’s payrolling program, where the Jobuarer becomes an hourly jobuarer of Jobuar’s staffing affiliate and Jobuarer and Customer enter into appropriate additional agreements. Customer and Jobuarer agree to indemnify, hold harmless and defend Jobuar from any and all claims arising out of or related to their Service Request, including but not limited to claims that Jobuarer was misclassified as an independent contractor, any liabilities arising from a determination by a court, arbitrator, government agency or other body that Jobuarer was misclassified (including, but not limited to, taxes, penalties, interest and attorney’s fees), any claim that Jobuar was an employer or joint employer of Jobuarer, as well as claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, as well as any claims for overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker’s compensation benefits, unemployment benefits, or any other jobuarer benefits. Customer warrants it will comply with all applicable wage and hour laws, or other federal, state, and local wage and hour laws.

9. TERMINATION

9.1 Termination Without Cause. Either party may terminate this Agreement without cause, effective immediately upon notice to the other party, however, cancellation of this Agreement shall not relieve any party of their obligations relative to any Service Engagements that has been entered into but not completed at the time of the cancellation.

9.2 Surviving Provisions. Sections 3 (“Fees and Payment”), 5 (“IP Ownership”), 6 (“Confidentiality”), 7 (“Disclaimers”), 8 (“Limitation of Liability”), 9.2 (“Surviving Provisions”) and 10 (“Miscellaneous”) shall survive any termination of this Agreement.

10. MISCELLANEOUS

10.1 Law. This Agreement or any claim, cause of action or dispute (“Claim”) arising out of or related to this Agreement shall be governed by the laws of Singapore regardless of your country of origin or where you access Jobuar, and notwithstanding any conflicts of law principles.

10.2 Arbitration. You agree that THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF USE, THE APPLICATION AND/OR THE SERVICES PROVIDED (INCLUDING YOUR VISIT TO OR USE OF THE WEBSITE AND/OR THE SERVICE) SHALL BE FINAL AND BINDING ARBITRATION, except that to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party’s patent, copyright, trademark or trade secret rights, or you have otherwise violated any of the user conduct rules set forth above then the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Application and/or the Service (including your visit to or use of the Application and/or the Service) be instituted more than three (3) years after the cause of action arose.
Before filing a Claim for arbitration or otherwise seeking relief in a court of law, you agree to first inform Jobuar (support@Jobuar.com) of your complaint and seek resolution. This notice of dispute must include: your name, relevant account information, a brief description of your dispute, and contact information, so that Jobuar may evaluate the dispute and attempt to informally resolve same. Jobuar will have 60 days from the date of your original complaint to informally resolve the dispute, which if successful will avoid the need for further action.

10.3 Arbitration Procedures. In the unlikely event that you and Jobuar end up in a legal dispute and have not been able to resolve it within 60 days of your original informal claim, you and Jobuar agree to the following:
All Claims must be resolved through binding arbitration before an arbitrator located in Singapore . Any disputes as to the applicable rules and procedures shall be resolved by the arbitrator.
The party wishing to initiate arbitration must submit a written demand for arbitration. If you initiate a Claim, you will submit the demand to Jobuar at support@jobuar.com. If Jobuar initiates a claim, Jobuar will serve a demand for arbitration upon you by email to the email address on file with Jobuar, and may send a copy by certified mail to your last known address (or to another address specified by you in your notice of dispute of your informal claim). You agree to service of process in that manner. Any demand for arbitration by either party shall identify the parties to the dispute, describe the legal and factual basis of the dispute, and specifically state the remedy being sought.

10.4 Severability. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

10.5 No Assignment. This Agreement and your rights and obligations under this Agreement may not be assigned, delegated, or otherwise transferred, in whole or in part, by operation of law or otherwise, by you without Jobuar’s express prior written consent. Any attempted assignment, delegation or transfer in violation of the foregoing will be null and void. Jobuar may assign this Agreement or any of its rights under this Agreement to any third party with or without your written consent.

10.6 Notices. Jobuar may give any notice required by this Agreement by means of a general notice on the Application, electronic mail to your email address on record with Jobuar, or by written communication sent by first class mail or pre-paid post to your address on record with Jobuar. Such notice shall be deemed to have been given upon the expiration of forty-eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or upon sending (if sent by email). Except as set forth in Section 10.3 above, you may give notice to Jobuar, addressed to support@jobuar.com. Such notice shall be deemed given when received by Jobuar by letter delivered by email to support@Jobuar.com.

10.7 Waiver. All waivers must be in writing and signed by the party to be charged. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

10.8 Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior or contemporaneous communications and understandings between the parties. Except as permitted herein, no modification or amendment to this Agreement will be effective unless in writing and signed by the party to be charged. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any Service Engagement, the terms of this Agreement shall prevail. Notwithstanding any language to the contrary therein, no terms or conditions stated in any purchase order or other order documentation (excluding Service Engagements) shall be incorporated into or form any part of this Agreement, and all such terms and conditions shall be null and void.

10.9 Modifications to Application. Jobuar reserves the right at any time to modify or discontinue, temporarily or permanently, the Application or the Service (or any part thereof) with or without notice. You agree that Jobuar shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Application or the Service.

11. CONTACTING JOBUAR
If you wish to report a violation of the Customer Agreement, have any questions or need assistance, please contact Customer Support at support@Jobuar.com.

Appendix

PAYROLL SERVICES AGREEMENT
This Services Agreement (“Services Agreement”) is a binding legal agreement between and among Customer, Jobuarer, Jobuar and Payroll Company that Jobuar chooses as the employer of record (as described below). By using Jobuar Payroll Services (“Jobuar Payroll Services”) provided by the Jobuar Services Application (“Application”), you signify that you have read, understand, accept and agree to be bound by this Services Agreement.
This Services Agreement includes and incorporates by this reference the agreements and policies (collectively the “Terms of Service”) relating to the Application. Jobuar reserves the right to revise this Services Agreement and the Terms of Service and all information linked to them from time to time in its sole discretion. Jobuar may make such revisions without prior notice: check back often for updates. Unless otherwise provided in such revision, the Services Agreement or Terms of Service, or any revised part of them, will take effect when and as posted.

EMPLOYMENT RELATIONSHIP AND EMPLOYER OF RECORD
Upon accepting a Jobuar Request or an Open Request that is classified as Payroll with Customer through the Application (“Payrolled Jobuar Engagement”), Jobuarer agrees and understands that Jobuar will choose the payroll service company (the “Payroll Company”) to be the employer of record, meaning the Jobuarer will be an jobuarer of Payroll Company (a “Payroll Jobuarer”) solely for Payrolled Jobuar Engagements. All other Jobuar Engagements will be on an independent contractor basis, as outlined in the Terms of Service. Jobuar will instruct Payroll Company to assign Jobuarer to work for Customer, and Customer is responsible for supervising Jobuarer.
Except as otherwise stated in this Services Agreement, Payroll Company is responsible for managing payroll, taxes, government documents, benefits (if applicable) and insurance. Customer is responsible for the supervision, direction and control of the day-to-day activities of each Jobuarer assigned to Customer. Jobuarer is responsible for performing the agreed-upon work for Customer.

COMPLIANCE WITH LAWS, RULES AND REGULATIONS
Customer shall comply with all state, federal and local laws, rules and regulations that govern or relate to its business, workplace, jobuarers (including without limitation Payroll Jobuarers), safety and government contracting. Customer shall comply with all reasonable directives regarding health and safety from the Payroll Company’s workers’ compensation carrier or any government agency. Customer is required to accept and adhere to the Payroll Company’s determination regarding each Payroll Jobuarer’s exempt or non-exempt status for purposes of Singapore’s overtime laws.
Jobuarer agrees and understands that Jobuarer shall not work over 8 hours in a day or 44 hours in a week without express written approval by Customer, Jobuar, and Payroll Company.
Notwithstanding the fact that the Payroll Company reserves the right to make determinations regarding the overtime exemption status of each Payroll Jobuarer, Customer is ultimately and solely responsible for the amount of any wages that are due but unpaid to each of its Payroll Jobuarers, including without limitation any wages, back wages, and liquidated damages determined to be due and owing in connection with any action challenging the overtime exemption status of any Payroll Jobuarer.
EQUAL EMPLOYMENT OPPORTUNITY, WORKPLACE LAWS
Payroll Company selected by Jobuar to provide Payroll Services is an equal opportunity employer and does not discriminate against any candidate, applicant, jobuarer, independent contractor or Payroll Jobuarer on the basis of race, color, religion, sex, national origin, age, creed, ancestry, veteran or military status, disability unrelated to the essential functions of a job, or any other basis prohibited by federal, state or local law. Customer and Payroll Jobuarer shall comply with all federal, state, and local laws that prohibit unlawful discrimination or harassment.
Policy Against Sexual Harassment And Other Illegal Harassment
Payroll Company, Customer and Jobuar prohibit sexual and other illegal workplace harassment. Customer shall train its Payroll Jobuarers about their rights and responsibilities pursuant to applicable law pertaining to non-harassment or other illegal workplace harassment. Customer will be informed if any special training requirements legally pertain to a Payroll Jobuarer by virtue of that person being employed by Payroll Company. Payroll Company and Customer will provide all Payroll Jobuarers with written information detailing their rights and responsibilities under Customer’s and Payroll Company’s policies against sexual harassment and other illegal workplace harassment. Customer shall inform Payroll Company immediately of any complaint of illegal harassment by or against a Payroll Jobuarer and shall undertake and complete a prompt and thorough investigation of any such complaint. Upon notification, Payroll Company may assist Customer with the investigation of sexual harassment complaints made by or against Payroll Jobuarers, but the costs associated with such investigation shall be borne by Customer.
If Jobuarer believes that he/she has not been provided equal opportunity in any manner, or if Jobuarer becomes aware of discrimination or harassment, Jobuarer should immediately report that conduct to Jobuar at support@Jobuar.com

DISCLAIMERS
Notwithstanding anything to the contrary, Customer and Jobuarer acknowledge and agree that:

Jobuar, via the Application, is solely an online venue for buyers and sellers of services and, as such, shall not be responsible for any breach or failure to perform of the Payroll Company or any other action or inaction of the Payroll Company or any Customer or any Jobuarer; and
Payroll Company shall not be responsible for any breach or failure to perform of Jobuar or any Customer or any other action or inaction of Jobuar or any Customer or any Jobuarer.

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Last updated:February 14, 2019

This Privacy Policy describes our practices regarding the Personal Data and Anonymous Data (each as defined below) that we collect from users of our website (located at Jobuar.com), our mobile applications or related services. This Privacy Policy is incorporated into, and considered a part of, the Terms of Service, currently located at http://Jobuar.com/terms
Our use of information collected through our service is limited to the purpose of providing the service for which you (“User”) have engaged Jobuar.
The specific information we collect through our service is dependent on how you use our service.
You may use Jobuar as a “Jobuarer”, which means we collect information such as that needed to onboard you, run a background check, notify you of suitable jobs, provide you with information and updates relating to jobs and pay you for work performed.
You may use Jobuar as a “Requestor”, which means we collect information such as that needed to promote jobs you have to Jobuarers, provide you with updates relating to those jobs and charge you for work performed.
By submitting or making available Personal Data or Anonymous Data through our website, mobile applications or Services, you agree to the terms of this Privacy Policy and you expressly consent to the processing of your Personal Data and Anonymous Data in accordance with this Privacy Policy.

Data We Collect
We collect Personal Data and Anonymous Data from you when you visit our site, when you use our mobile applications and when you send us information or communications:
“Personal Data” means data that allows someone to identify or contact you, including, for example, your name, phone number, zip code, location and e-mail address.
“Anonymous Data” means data about you that is not associated with or linked to your Personal Data.
We collect Personal Data from you, such as first and last name, phone number, zip code, e-mail, professional title, company name, and password, when you use our website, applications or services, or post information in our support system. In addition, we (or our third-party credit card, payment processors and background check processors on our behalf) may collect Personal Data including your credit card number, bank account information and National Registration Identity Card (“NRIC”) number when you use Jobuar, for the purpose of providing services that are an integral part of Jobuar, such as running background checks and paying you for work done. We also retain information on your behalf, such as the Personal Data described above and any correspondence. If you provide us feedback or contact us via e-mail, we will collect your name and e-mail address, as well as any other content included in the e-mail, in order to send you a reply, and any information that you submit to us. When you post in our public support forums, the information contained in your posting will be stored on our servers and other users will be able to see it.
To request removal of your personal information from our public forums, contact us at support@Jobuar.com. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. We also collect other types of Personal Data that you provide to us voluntarily, such as browser version, operating system and version, phone model and version, and other requested information if you contact us for support. We may also collect Personal Data at other points in our website or mobile applications that state that Personal Data is being collected.
We link the information we store in cookies to the personally identifiable information you submit while on our site. We may use both session Cookies (which expire once you close your web browser) and persistent Cookies (which stay on your computer until you delete them) to provide you with a personalized experience. If you choose to disable Cookies, some functions of our Services may not work properly.
In order to notify you of suitable jobs, we use the location information provided by your phone through the Jobuar application. We may receive updates to your location even when the Jobuar application is running in the background. You are able to use your phone settings to prevent Jobuar from obtaining your location. However, this will mean that you will be unable to receive notifications from Jobuar of suitable jobs.

Our Use of Data
Personal Data you submit to us is used either to respond to requests that you make, or to provide the Jobuar service. We use your Personal Data in the following ways: for the creation and security of your account, to identify you as a user in our system, to provide administration of our Services, to send you an e-mail to verify ownership of the e-mail address provided by you when your account was created, to send you administrative e-mail notifications, to perform a background check, to send you alerts you have configured, to notify you of suitable jobs, to pay you for work performed, to charge you for work performed and to send promotional communications.
We may create Anonymous Data records from Personal Data by excluding information (such as your name) that makes the data personally identifiable to you. We use this Anonymous Data to track usage patterns so that we may enhance our Services and improve site navigation. We reserve the right to use Anonymous Data for other purposes and to disclose Anonymous Data to third parties at our discretion.
If you provide feedback on our Services, we may use such feedback for any purpose, provided we will not associate such feedback with your Personal Data. We will collect any information contained in such communication and will treat Personal Data in such communication in accordance with this Privacy Policy.
We may share your Personal Data with third parties to provide technical support or to provide specific services, such as performing background checks, processing payments and providing support to you.
We may share your contact information with companies with which you accept jobs for the purposes of them communicating with you regarding those jobs. Regardless of any choices you make regarding your Personal Data (as described below), Jobuar may disclose Personal Data if it believes in good faith that such disclosure is necessary to (a) comply with relevant laws or to respond to subpoenas or warrants served on Jobuar; or (b) protect or defend the rights or property of Jobuar or users of our Services.
If Jobuar is involved in a merger, acquisition, or sale of all or a portion of its assets, you will be notified via email and/or a prominent notice on our Web site of any change in ownership or uses of your personal information, as well as any choices you may have regarding your personal information.
Except as otherwise stated in this policy, we do not sell, trade, share, or rent the Personal Data collected from our services to third parties other than as outlined in this policy. You expressly consent to the sharing of your Personal Data as described in this policy.
We offer you choices regarding the collection, use, and sharing of your Personal Data. We may periodically send you e-mails that directly promote the use or purchase of our Services. When you receive promotional communications from us, you may indicate a preference to stop receiving further communications from us and you will have the opportunity to opt-out by following the unsubscribe instructions provided in the e-mail you receive or by contacting us directly (please see contact information below). Should you decide to opt-out, we may share your e-mail address with third parties to ensure that you do not receive further communications from third parties. Despite your indicated e-mail preferences, we may send you notices of any updates to our Terms of Service or Privacy Policy.
You may change some parts of your Personal Data in your account via our website or mobile applications or by sending an e-mail to us at the e-mail address set forth below. You may request deletion of your account information by us by sending an email to support@Jobuar.com, but please note that we may be required (by law or otherwise) to keep this information and not delete it (or to keep this information for a certain time, in which case we will comply with your deletion request only after we have fulfilled such requirements). We will respond to access to Personal Data within 30 days. When we delete account information, it will be deleted from the active database, but may remain in our archives. We will otherwise retain your information for as long as your account is active or as needed to provide you services as well as is necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
Our customers who are Singapore residents may request and obtain from us once a year, free of charge, certain information about the Personal Data (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year. If applicable, this information would include a list of the categories of Personal Data that was shared and the names and addresses of all third parties with which we shared information in the immediately preceding calendar year. If you are a Singapore resident and would like to make such a request, please submit your request in writing to support@Jobuar.com
This Privacy Policy is subject to periodic revision. If we make any substantial changes in the way we use your Personal Data, we will notify you by sending you an e-mail to the last e-mail address you provided to us and/or by prominently posting notice of the changes on our website. Any material changes to this Privacy Policy will be effective upon the earlier of seven (7) calendar days following our dispatch of an e-mail notice to you of the changes, seven (7) calendar days following our posting of notice of the changes on our site, or the date that you accept the changes (e.g., by clicking an “I Accept” button or similar means). These changes will be effective immediately for new users of our website and Services. At all times you are responsible for updating your Personal Data to provide us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. In any event, changes to this Privacy Policy may affect our use of Personal Data that you provided us prior to our notification to you of the changes. If you do not wish to permit changes in our use of your Personal Data, you must notify us prior to the effective date of the changes that you wish to deactivate your account with us. Continued use of our website, mobile applications or Services, following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.

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