Jex Platform Terms of Service
Last Modified: August 22, 2024.
Please read these Terms of Service ("Terms" or "Terms of Service") carefully before
using the www.jex.global website (the “Platform” or “Jex Platform”) operated by Jex
Global, Inc. ("Jex", "us", "we", or "our"). For purposes of these Terms, “you” and
“your” means you as a user of the Services. We may update these Terms by posting an
updated version to our website (“Site”) here
Your access to and use of the services and features we make available to you on the
Platform (the “Services”) is conditioned upon your acceptance of and compliance with
these Terms. These Terms apply to all visitors, users and others who wish to access or use
the Services. By accessing or using the Services, you agree to be bound by these Terms
and to receive all communications and notices from us electronically. If you disagree with
any part of the Terms, then you do not have our permission to access the Service. If you
have questions about these Terms, contact our Customer Support team by submitting an
email request at help@jex.global before accessing the Services.
If you are accessing or using the Services on behalf of a business or other legal entity
(“Business”), (i) you represent that you are authorized to enter into, and bind the Business
to these Terms and register for the Services; and (ii) the Business is legally and
financially responsible for your access to and use of the Services, as well as for the use of
the Services by others affiliated with you, including any employees, agents or contractors.
SECTION 24 ALSO INCLUDES YOUR WAIVER TO CONSOLIDATED OR CLASS
ACTIONS AND YOUR AGREEMENT TO RESOLVE DISPUTES THROUGH
BINDING ARBITRATION. PLEASE READ IT CAREFULLY AND ONLY CONSENT
TO THESE TERMS IF YOU FULLY UNDERSTAND AND AGREE TO THIS
PROVISION.
1 - Overview
Jex enables businesses to seamlessly manage relationships with local and international
independent contractors. You may register to the Platform as either a “Contractor” or
“Client”. Depending on the designation of your account, different Services may be
available to you. Certain Services may also only be available subject to the payment of
such fees detailed on the Platform.
Client and Contractor Management Services
Clients use Jex to seamlessly onboard Contractors to their accounts payable systems,
conduct vendor due diligence, guide them on compliance as applicable, execute
agreements and produce statements of work, and simplify the process of making
payments to Contractors (“Client Management Services”).
Contractors use Jex to easily connect with their clients, memorialize contract terms, store
payment and bank account preferences, and unify payment flows through a single
platform (“Contractor Management Services”).
How does Jex Platform works
Registration is free.
Jex collects compliance information from Contractors on behalf of Clients.
Jex’s Contract generation tool allows Users to set memorialize timelines,
deliverables, fees, and acceptance criteria.
Clients and Contractors agree that the acceptance criteria have been met.
Clients make payments to Contractors through the Jex Platform using supported
payment methods
Jex makes payouts to Contractors.
Contractors receive owed funds after every payout until the contract is terminated
by either Client or Contractor
In the event that the contract is a milestone contract, the contract will continue
until it is terminated.
Consultant Services
Clients may also use Jex to receive the services of specialized consultants engaged by
Jex, Jex EOR Partners and/or other third-party partners of Jex (“Consultants”) for the
provision to Clients of certain human resource and other related services (“Consultant
Services”). The receipt of any Consultant Services is subject to the execution of a
separate agreement between the Client and Jex or the applicable Jex EOR Partner, as set
forth on the Jex Platform (“Consultant Services Agreement”). In the event of a conflict
between the Consultant Services Agreement and these Terms, the provisions of the
Consultant Services Agreement shall prevail.
2 - Definitions
Capitalized terms in these Terms of Service are defined as follows:
“Account” is an account to access and use the Platform in accordance with the terms
hereof.
“Administrator” are Users with authority to, on behalf of a Business, apply for an
Account, access the Services, manage an Account, and otherwise act on behalf of the
Business.
“Clients” are Users who use the Services to onboard Contractors, perform due diligence,
generate and execute Contracts, make payments to Contractors for their services and/or in
connection with the receipt of any Consultant Services.
“Contracts” are the legally binding documents executed by Clients and Contractors using
the Platform’s Contract generation tool that describe the services to be provided by the
Contractor, payment terms, and other information regarding the legal relationship
between a Client and a Contractor.
“Contractors” are Users who offer and perform services to Clients as described in
Contracts and who receive payments from Clients through the Platform.
“Jex EOR Partners” are third parties engaging with Consultants as an employer of record
in connection with the provision of Consultant Services.
“Disputes” are disagreements between a Client and a Contractor regarding performance
of, or payment for the services described in a Contract.
“Payment Service Provider(s)” are third-party financial service providers with respect to
payment of funds by Users hereunder, including, payments from Clients and settlement of
funds to Contractors as part of the Management Services.
“Funds” are the funds payable to Contractors for the services described in a Contract.
“Management Services” are any Client Management Services or Contractor Management
Services.
“Users” are Clients, Contractors, Administrators, and any other person authorized to
access an Account.
3 - Eligibility
We make the Platform and the Services available to Users 18 years of age or older. If you
are aged between 16 and 17, you confirm that you have the permission and consent of a
parent or legal guardian prior to utilizing the Platform and the Services. In cases where
you are under 16, or if such usage is prohibited by law, you may not create an Account or
use the Services. You must be a human to open an Account. Accounts registered by
“bots” or other automated methods are not permitted. You may not maintain more than
one Account at a time. By applying for an Account and using the Services, you represent
and warrant that you are of legal age to form a binding contract and meet all of the
foregoing eligibility requirements. If you do not meet these requirements, you may not
access or use the Services or apply for an Account. Jex may refuse to provide open an
Account for any individual or entity at its sole discretion.
4- Jex Accounts
4.1. Applying for an Account. In order to access and use the Services, you will be
required to create an account. To apply for an Account, you must provide your full legal
name, a valid email address, your social security number, EIN, TIN, legal address and/or
any other required information to complete the sign-up process, as requested by Jex. If
you are applying for an Account on behalf of a Business, you may also be required to
provide a business address, business ownership details, the nature of the business and
other business information that we may request. We will use this information to permit
Jex and its financial partners to conduct due diligence on you prior to opening an
Account, and throughout the course of our business relationship with you. If you are
applying for an Account on behalf of a Business, you must specify at least one
Administrator. You are liable for any actions of your Administrator, and for any other
person with access to your credentials or your Account. If you are an Administrator, you
represent and warrant that you have the authority to apply for and to manage your
Business’ Account.
4.2. Account Security. You are fully and solely responsible for maintaining the privacy
and security of your computer system, mobile device and all activity on your Account,
even if such activities were not committed by you. You will promptly disable access to
the Services if you believe your Account has been compromised or stolen, and you will
immediately notify us if you believe your Account credentials have been compromised or
stolen, and in the event of any unauthorized access to or use of your Account. Jex will not
be liable for any losses or damage arising from unauthorized use of your account or
password, and you agree to indemnify and hold Jex harmless for any unauthorized,
improper or illegal use of your account and any charges and taxes incurred, unless you
have notified us via e-mail at help@jex.global that your account has been compromised
and have requested that we block access to it, which we will do as soon as reasonably
practicable. We will attempt to prevent unauthorized transactions or other activity using
your Account, and we will assist you in the event your Account is compromised, but we
do not police for and cannot guarantee that we will learn of or prevent, any inappropriate
use of the Services and you are solely responsible for any financial or other loss that
results from unauthorized access to your Account. We may suspend access to your
Account if we suspect your Account has been compromised.
5 - Use of Services
Subject to these Terms and the terms of any Consultant Services Agreement, as
applicable, Jex allows you to access and use the Platform and/or Services on a
non-exclusive basis solely for your or the Business’, as applicable, internal business
purposes. Jex may, at its sole discretion and at any time, modify or discontinue providing
the Services or any part thereof without notice.
Use of and access to the Platform and/or Services is void where prohibited by law. By
using the Services, you (where relevant on behalf of the applicable Business) represent
and warrant that (a) any and all registration information you submit is truthful and
accurate; (b) you will maintain the accuracy of such information; (c) your use of the
Services does not violate any applicable law, regulation, or obligation you may have to a
third party; (d) will not add any Personal Data (as defined in the DPA) of any third-party
(“Third-Party“) to the Services, without the prior consent of the applicable Third-Party,
and shall ensure that a record of such consents is maintained, all as required under
applicable law; and (e) you shall comply with applicable laws, regulations, guidelines,
these Terms and any Consultant Services Agreement throughout your use of the Platform
and/or Services.
5.1. Third Party Providers.
The Client acknowledges that the Services may integrate or interoperate with products
and services of third parties (“Third-Party Products”), or import or export data and other
content to or from Third-Party Products (collectively, “Integrations”).
Any use of any Third-Party Products is solely at Client’s own risk. Jex is not responsible
for Third Party Products, any use by Client of Third-Party Products, and any exchange of
data between Client and any Third-Party Product is solely between Client and the
applicable provider.
Jex makes no representation, warranty or commitment and shall have no liability or
obligation whatsoever in relation to the content or use of, or correspondence with, any
such Third-Party Products, or any transactions completed, and any contract entered into
by the Client, with any provider of such Third-Party Products. Any contract entered into
and any transaction completed via any Third-Party Product is between the Client and the
relevant third party, and not Jex. The use of any Third-Party Products is subject to the
applicable third party's terms and conditions and privacy policy. Jex does not endorse or
approve any Third-Party Products nor the content of any of the Third-Party Product made
available via the Services.
If Client opts to use any Integrations, Client agrees to: (i) assume sole responsibility for
and all risk arising from Client’s use of Integrations and the content, functionality, or
availability of any Third-Party Products, including waiving and releasing Jex from any
claims directly or indirectly related thereto; and (ii) without limitation, defend, indemnify,
and hold harmless Jex from any third party claims directly or indirectly arising from or
related to Client’s use of any Integrations.
JEX PROVIDES INTEGRATIONS “AS IS'' WITHOUT WARRANTY OF ANY KIND
AND ONLY AS A CONVENIENCE.
6 - Content
Certain types of content may be made available through the Services. “Content” as used
in these Terms means, collectively, all content on or made available through the Services,
including any documents, images, photos, pictures, videos, data, audio or text, and any
modifications or derivatives of the foregoing. Jex allows you to upload certain content
including but not limited to documents, text and other data on or through the Services,
referred to herein as “User Content”.
EXCEPT AS EXPRESSLY SET FORTH IN ANY CONSULTANT SERVICES
AGREEMENT, JEX DOES NOT ENDORSE ANY CONTENT (INCLUDING
WITHOUT LIMITATION ANY USER CONTENT) OR ANY OPINION,
RECOMMENDATION, OR ADVICE EXPRESSED IN ANY CONTENT AND
EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH
THE CONTENT AND/OR USER CONTENT. WE DISCLAIM ALL LIABILITY,
REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF
ANY AND ALL USERS (INCLUDING UNAUTHORIZED USERS), WHETHER
SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE SERVICES OR
OTHERWISE.
Jex may, at its sole discretion, choose to monitor User Content for inappropriate or illegal
behavior, including through automatic means, provided however, that Jex reserves the
right to treat User Content as content stored at the direction of users for which Jex will
not exercise editorial control except when violations are directly brought to Jex’s
attention.
You understand that Jex is not responsible for the accuracy, usefulness, safety,
appropriateness of, or infringement of any intellectual property rights of or relating to this
Content (including but not limited to the User Content). Although Users must agree to
these Terms, it is possible that other Users (including unauthorized users) may post or
transmit offensive or obscene materials and that you may be involuntarily exposed to
such offensive or obscene materials. You hereby waive any legal or equitable rights or
remedies you have or may have against us with respect thereto.
It is also possible for others to obtain Personal Data about you due to your use of the
Platform, including through any User Content that you make available through your
account. Anyone receiving or viewing User Content you share with other Users may use
information you provided through such User Content for purposes other than what you
intended. We are not responsible for the use of any Personal Data that you disclose on the
Platform or through any User Content by any third party. By making any information
available through the Platform you acknowledge that you understand and have agreed to
such risks.
7 - Restrictions
7.1 User Content Restrictions. Jex has no obligation to accept, display, or maintain any
User Content. Moreover, Jex reserves the right to remove and permanently delete any
User Content uploaded by you, without notice and for any reason. You are and shall
remain at all times fully and solely responsible for any User Content that you upload to
the Services. You represent and warrant that any User Content that you upload (i)
complies with applicable law; (ii) does not infringe or violate any third-party intellectual
property rights, privacy or publicity rights, or moral rights; and (iii) that you have all
necessary rights and authorities to submit such User Content.
Without limiting the foregoing, you agree that you will not transmit, submit or upload any
User Content to the Platform and/or Services or act in any way that: (i) restricts or
inhibits use of the Services; (ii) imposes an unreasonably or disproportionately large load
on our infrastructure; (iii) violates the legal rights of others, including defaming, abuse,
stalking or threatening Users; (iv) infringes (or results in the infringement of) the
intellectual property rights, moral rights, publicity, privacy, or other rights of any third
party; (v) is (or you reasonably believe or should reasonably believe to be) stolen, illegal,
counterfeit, fraudulent, pirated, violent or unauthorized, or in furtherance of any illegal,
counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or
you reasonably believe or should reasonably believe to involve) any stolen, illegal,
counterfeit, fraudulent, pirated, or unauthorized material; (vi) does not comply with all
applicable laws, rules and regulations; or (vii) posts, stores, transmits, offers, or solicits
anything that contains the following, or that you know contains links to the following or
to locations that in turn contain links to the following: (a) material that we determine to
be offensive (including material promoting or glorifying hate, violence, bigotry, or any
entity (past or present) principally dedicated to such causes or items associated with such
an entity), (b) material that is racially or ethnically insensitive, defamatory, harassing or
threatening, (c) pornography or obscene material, (d) any virus, worm, trojan horse, or
other harmful or disruptive component; or (e) anything that encourages conduct that
would be considered a criminal offense, give rise to civil liability, violate any law or
regulation or is otherwise inappropriate or offensive.
7.2. Use Restrictions. You may not use the Platform and/or Services for any illegal,
fraudulent or unauthorized purposes. You may not use the Services to violate intellectual
property laws, or any other any laws in your jurisdiction that are applicable to you. You
may not use the Services for personal, household, family, consumer or other
non-commercial purposes. You may only use the Services for your bona fide internal
business purposes in accordance with the terms hereof. You may not use the Services to
solicit or provide services for the benefit of (a) an individual, organization, or country
that is blocked or sanctioned by the United States, including those identified on the
United States Office of Foreign Asset Control (OFAC); (b) any unaffiliated third parties;
or (c) any other services not for the benefit of a User.
8 - Data Protection
You acknowledge and agree that Jex may collect and process your Personal Data in
connection with your receipt of the Services.
9 - Payments
9.1 Payment Plans. If you are a Client, certain Services are subject to the payment of the
fees to Jex detailed on the Jex Platform. You may access and use such Services by
selecting from one of our payment plans ("Payment Plan(s)"). Payment Plan details are
set forth on our Pricing Page. You hereby agree to make payment to Jex of such fees
detailed on the Platform in accordance with your applicable Payment Plan. If you are
using our Platform in connection with Consultant Services provided by Jex EOR
Partners, your use of the Platform is not subject to the payment of any fees to Jex. Please
note additional fees may apply pursuant to the applicable Consultant Services Agreement.
The payment plan will be charged at the moment you issue a payment to a Contractor or
an employer or record on the platform as an additional amount. A separate invoice will be
generated and will be located in the billing section.
If you pay for your Payment Plan using a debit method, wire transfer or credit card
(“Card”), the following terms apply:
Foreign Transaction Fees. You acknowledge that for certain transactions, your Card’s
issuing bank may charge a foreign transaction fee or other charges.
Declined Payment. If payment is declined due to expiration of the Card, insufficient
funds, or otherwise, Client remains responsible for any amounts not remitted to Jex and
Jex may, in its sole discretion: (i) continue presenting the Card once it has been updated
by Client (if applicable) or (ii) terminate this Agreement.
In the case where you have auto payments activated on Jex, we will automatically charge
you your payment plan on top of the payments Client will be issuing.
Payment Plan fees are stated exclusive of any sales tax, value-added taxes, use or
withholding tax or other governmental assessments of any nature in your jurisdiction
(collectively, “Taxes”). You are responsible for paying all Taxes associated with your
Payment Plan, except for those taxes based on our net income. Should any payment for
the Services be subject to withholding tax by any government, you will reimburse us for
such withholding tax.
Jex may, at its sole discretion, offer a Payment Plan with a free trial for a limited period
of time ("Free Trial").To participate in a Free Trial, you must select a Payment Plan and
provide a valid payment method, however, we will not charge your payment method
unless you continue using the Services after the Free Trial is over. If you are on a Free
Trial, you may cancel at any time until the last day of your Free Trial by emailing
help@jex.global. If you or Jex cancel your Free Trial, you acknowledge and agree that
we may delete all Contracts, Forms, Content, and all other data associated with your
Account during your Free Trial. If you do not cancel your Free Trial, then your Free Trial
will automatically be converted to a paid Payment Plan at the end of the trial period, and
you hereby authorize us to charge the payment method your provided us in accordance
with your Payment Plan To cancel your Payment Plan after your Free Trial has ended and
your Payment Plan has begun, you must notify us by sending Jex notice of termination to
at least 5 days prior to the end of your next billing cycle. At any time and without notice,
Jex reserves the right to (a) modify the terms of any Free Trial offer, (b) withdraw any
Free Trial offer, or (c) cancel any Free Trial Payment Plan at any time.
Your payment obligations under your Payment Plan for each billing cycle may not be
canceled after a billing cycle has commenced, and you will not receive a partial refund if
you stop using the Services and terminate your Payment Plan before the end of a billing
cycle. All fees paid by you to Jex are non-refundable and there are no credits for partially
used Payment Plan periods. We may consider certain refund requests on a case-by-case
basis in our sole discretion.
9.2 Payment Methods. To facilitate payments through the Service, Jex partners with a
variety of Payment Service Providers, including payment gateways, money transmitters,
wallet providers, credit and debit card payment processors, merchant acquirers, and
merchant acquiring banks. Depending on your location, some payment methods may not
be available to you, and we cannot guarantee that you will be able to use any payment
method in connection with the Services even in locations where your preferred payment
method is available for use. Depending on the desired payment method, Users may be
required to enter into a separate agreement with the applicable Payment Service Provider
(“Payment Service Provider Agreement”). Your use of any payment method is subject to
the terms and conditions of the applicable Payment Service Providers rules and
regulations and your agreement with them, and we will not be liable to you for any losses
you suffer in connection with your use of any third-party payment services. Jex is not a
party to your Payment Service Provider Agreement and will not intervene in any disputes
related to payments you make or receive using any third-party payment method. Jex also
supports Client payments via Automated Clearing House (“ACH”) transfer, which will be
subject to the National Automated Clearing House Association (“NACHA”) Operating
Rules, and by wire transfer. Users are solely responsible for payment of insufficient funds
fees, overdraft fees, wire transfer fees or other bank fees that you or we incur in
connection with ACH payments, Payment Service Provider transaction fees, taxes, and
any other third-party payment method fees or charges. Jex does not charge Contractors
any fees for payments processed through the Platform regardless of payment method.
However, Jex is not responsible for any transaction fees, foreign exchange fees or any
other fee imposed separately on a Contractor by a Payment Service Provider or by
Contractors own financial institution.
9.3 Compliance. Solely to protect against money laundering, terrorist financing, fraud,
unauthorized transactions or as otherwise required by applicable law, Jex and Payment
Service Providers will collect, store and analyze User payment information. Payment
Services Providers may also collect payment information necessary for processing User
payments. Except for payment amount and payment status details stored in your
dashboard, Jex does not have access to payment information provided to Payment
Services Providers, and such information will be subject to the privacy policy of each
Payment Service Provider.
By using any payment method and providing payment information to Jex or to any
Payment Service Provider, you represent and warrant that you are the owner, or
authorized representative of the owner of the bank account or payment method account
you use to send or receive payments, and that you are legally authorized to send or
receive payments using such accounts.
All payment services, including withdrawal services will be provided by Jex’s Payment
Service Provider.
9.4 Payment Service Providers. If you make or receive payments using a Payment
Service Provider, you acknowledge and agree that you will comply with any Payment
Service Provider terms of service or other agreement between you and the Payment
Service Provider.
10 - Management Services
The following terms apply to any Management Services hereunder:
10.1 Contracts
10.1.1 Contract Dashboard. Users can use the Platform to create and manage Contracts.
Each Contract is assigned a unique Contract ID. Users can organize Contracts on the Jex
dashboard according to Contract type, execution status, Client, Contractor and ID.
10.1.2 Contract Templates. Jex provides Users with two Contract templates
(“Templates”):
“Fixed Contract” - open-ended contracts featuring fixed payments at regular intervals for
recurring services.
“Pay As You Go Contract” closed-end contracts featuring payment of a predetermined
amount upon acceptance of services by the Client, partial payment can be made at regular
intervals
10.1.3 Contract Dashboard. Users can set contract terms by selecting from pre-set
parameters using Jex’s Contract generation tool. Parameters include Client and
Contractor names and addresses, Contract type, payment type, payment cycles, special
clauses and jurisdiction. Users can also use the web form to input project scope,
Statements of Work, and other Contract details.
10.1.4 Contract Execution. Users can use Jex’s secure e-sign functionality with third
party APIs to execute agreements. Contracts executed on Jex are legally binding.
10.1.5 Pre-Existing Agreements. Users can also use the Jex dashboard to upload and
manage agreements created and executed by Clients and Contractors outside the
Platform. Users can extract parameterized terms from pre-existing agreements such as
payment amount, type, and due date, and amend pre-existing agreements to insert new
terms, all from within the same interface.
10.1.6 Contract Management. Users can securely store and manage multiple Contracts
in their Accounts organized by type, counterparty, and completion status. Users can limit
access to Contracts and Contract information to specific persons, companies, or groups.
Users can track each Contract according to CIient approval status and payment status.
Users may also modify or terminate Contracts through the Platform.
10.1.7 Prohibited Contract Terms. If we determine that the content of a Contract
violates these Terms, we may remove the Contract from your Dashboard without prior
notice to you. We may also suspend or close your Account. To the extent permitted by
applicable law, we will provide you with notice of any of the foregoing promptly
following taking any such action. Contracts removed from your Account may not be
edited or restored.
10.2. Disputes and Contract Cancellations.
10.2.1 Reversals and Disputes. Clients should not initiate payments until Contractors
have met the acceptance criteria or other requirements detailed in a Contract. Except to
satisfy the compliance obligations set forth in Section 9.3, Jex cannot reverse payments
or withhold funds from Contractors, and cannot cause Payment Service Providers to
reverse payments or withhold funds from Contractors once funds have been received by
Jex or the relevant Payment Service Provider. If a Client is not satisfied with the service
provided by a Contractor or makes a payment in error, the Client must initiate a refund,