Employer Terms & Conditions
Your access to, acquisition and use of the picsume.ca websites, applications, widgets, and tools for businesses, and any other products, software and services provided by us, PICSUME INC, now existing or later developed, which may be accessed with picsume.ca business user account (collectively, our “services”, “products” or “software”) is governed by these PICSUME.ca terms and conditions (this “Agreement”).
This Agreement applies to and governs the ownership, access, use, sharing and protection of data exchanged between PICSUME.ca and you, the “Business User” (collectively, “the Parties”) in Canada. This includes while the Business User is using and accessing all the existing PICSUME.ca Services, Products and Software as defined hereunder, offered and provided by PICSUME.ca at the moment of your accepting this Agreement and your registration for a Business User Account, as well as to all the later developed PICSUME.ca Services, Products and Software as defined hereunder, offered and provided by PICSUME.ca in any moment in the future.
This Agreement aims to ensure that data is managed responsibly, securely, and in compliance with all applicable Canadian laws and regulations, including privacy, confidentiality, and intellectual property rights. This Agreement ensures that information is provided, protected and used only for purposes authorized by federal and provincial laws and governing bodies.
The Parties acknowledge the value of data as a strategic asset and agree to collaborate in a manner that protects their respective interest while enabling data-driven decision-making and innovation. This Agreement outlines the rights, responsibilities, and obligations of each party regarding data ownership, usage permissions, data sharing protocols, data security and dispute resolution.
The scope of this Agreement provides Picsume with access and Permissible Use of Data; it does not establish an agency relationship or independent contractor relationship between User and Picsume.
This Agreement defines our relationship and mutual expectations as you use these Services, Products and Software.
Our services, as included under the “Business Account”, are intended for use by businesses and commercial entities only. You are not authorized to use our services under this account type as a natural person for personal or household purposes or for any other purpose unrelated to your trade, business or profession.
You enter into this Agreement on behalf of a legal entity, and accordingly, you represent that you are a duly authorized representative with the authority to bind that legal entity and its affiliates to this Agreement, in which case the term "User" shall refer to such legal entity and its affiliates. If the individual accepting this Agreement is not a duly authorized representative of the legal entity and does not have such authority or does not agree with the terms and conditions of this Agreement, such individual must not accept this Agreement and may not use the Services. All references to "User", "Company", and “Disclosing Party” in this Agreement mean the person accepting this Agreement as a duly authorized representative of the legal entity for which the representative is acting.
Our Services are owned, operated and provided by PICSUME INC., a for-profit organization, incorporated under the Canada Business Corporations Act, with a vision to provide digital services enabling their SaaS (Software as a Service) product users to meet their hiring/job seeking needs through data-driven logistical solutions and product analytics (referred to as “Picsume” or Receiving Party”). Reference to “Parties” in this Agreement means both Picsume and the User.
The Company may only use the Services and Software in accordance with the terms and subject to the conditions of this Agreement.
By accepting this Agreement, by clicking a box indicating acceptance, i.e. by clicking “ I Agree” or by using our Services, the User agrees to the terms of this Agreement.
- Definitions
Analytics refers to all insights, reports, metrics, and other data-driven outputs provided to the disclosing party as part of the services rendered by Picsume. These analytics are derived from the processing, analysis, and interpretation of data supplied by the disclosing party and any additional data sources that Picsume deems necessary to fulfill the scope of the services.
Business Account refers to a type of account created on picsume.ca, designated for business, commercial, or professional use by a Business User. This account allows organizations, companies, or individuals acting in a business capacity to access specialized features, tools, or services that support business operations, commercial activities, and professional tasks.
Business User refers to any entity or individual who accesses, registers for, or uses the services, software or features provided by Picsume on behalf of a legal business, where the services, content, software and features on picsume.ca are used for business, commercial or professional purposes. This may include, but is not limited to, corporations, partnerships, sole proprietorships, non-profit organizations, and other legally recognized entities or individuals acting on behalf of such entities.
Data refers to all data, including but not limited to raw data, processed data, insights, analytics, and reports generated, collected, or managed by Picsume's software during the terms of this Agreement.
Data Transfer refers to the act of uploading, submitting, or transmitting data, documents, files, or any other information from a user's local environment (such as a computer or network) to a Software-as-a-Service (SaaS) product platform. This process includes any method of data input, such as manual uploads via web interfaces, automated data feeds, API integrations, or other digital means by which data is moved into the platform. All Data Transfers must be conducted in accordance with the platform’s data security and privacy standards and must comply with the terms of use, data protection laws, and any other applicable regulations governing the handling and processing of such data within the SaaS environment.
Disclosing Party refers to the party that is providing information in the form of data to the receiving party. For the purposes of this contract, it does not necessitate confidential information.
Processed Data refers to Raw Data that has been transformed or manipulated in any capacity, including but not limited to sorting, filtering, aggregating, or enriching the data to enhance its usability or extract insights. Upon transformation, once Raw Data becomes Processed Data, it becomes the sole ownership of Picsume, granting Picsume exclusive rights to use, store, analyze, distribute, or apply the data as permitted under the terms of this Agreement and in compliance with applicable laws and regulations.
Payment Processor means the third-party service provider engaged by Picsume Inc. to process payments for the services offered, which is currently Stripe, Inc. and its affiliates (furthermore referred to as “Stripe”).
Raw Data refers to data that is directly transferred to the receiving party, without any processing, filtering, or analysis performed on it by Picsume. This data is considered without modifications or interpretations, and is presented as-is.
Receiving Party refers to the party that is receiving information in the form of data from the other party, the disclosing party. For the purposes of this contract, it does not necessitate confidential information.
Stripe means Stripe, Inc., a third-party payment processor used by Picsume Inc. to process payments in North America.
User refers to the legal entity that accesses, browses, registers, or otherwise interacts with and uses the services, content, software and features on picsume.ca.
- Commencement Date and Term
This Agreement shall commence on the date that the Company clicks on the “Accept” button (the “Commencement Date”). This action signifies that the user has read, understood, and agrees to abide by the terms and conditions outlined in this document.
This Agreement shall begin on the Commencement Date and shall remain in effect until termination in accordance with the provisions of this Agreement. Either Party may terminate this Agreement at any time, with or without cause, by providing 30 days’ notice to the other Party.
Termination of this Agreement shall not affect any rights or obligations accrued prior to the termination date.
Notwithstanding the termination or expiration of this Agreement, any provisions that, by their nature, are intended to survive such termination, including but not limited to provisions regarding data ownership, confidentiality, liability, and dispute resolution, shall remain in full force and effect.
- Obligations and Duties
The Parties agree to fulfill their obligations and duties to empire the proper management, sharing, and protection of data under this Agreement:
- Data Ownership and Use
Each Party retains ownership of its data, including all intellectual property rights therein, unless otherwise specified in writing.
Data shared by either Party shall be used solely for the agreed-upon purposes outlined in this Agreement and shall not be used for any other purpose without prior written consent.
The Company acknowledges and agrees that all intellectual property rights associated with the Picsume platform, including but not limited to software, algorithms, designs, and documentation, are and shall remain the exclusive property of Picsume.
- Data Sharing and Access
The Parties agree to share relevant data in a timely, accurate, and complete manner to facilitate the objectives of this Agreement.
Each Party shall provide access to data only to authorized personnel who have a legitimate need to know and are bound by confidentiality obligations.
- Data Accuracy and Quality
Each Party shall ensure the accuracy, completeness,and quality of the data it shares and shall promptly correct any errors or inaccuracies identified.
The Parties shall cooperate to resolve any disputes or discrepancies related to data quality and accuracy.
- Use of Matching Algorithm
Both Parties acknowledge and agree that when the Company uses the matching algorithm as a tool provided by Picsume, that Picsume makes no warranties or representations regarding the accuracy, suitability, or reliability of the options or outputs generated by the algorithm.
The Company acknowledges that any decisions made based on the outputs provided by the matching algorithm are at its own discretion and risk. Picsume shall not be liable for any outcomes, decisions, or actions taken by the Company as a result of relying on the algorithm’s outputs.
The Company agrees that Picsume shall not be held liable for any errors, omissions, or unintended results produced by the matching algorithm, including but not limited to any business, operational, financial, or legal consequences arising from the use of such outputs.
- Ownership of Analytics
Both Parties agree that any Analytics provided as part of the services to the Company shall be jointly owned by both Picsume and the Company. This includes, but is not limited to, data analyses, reports, metrics, and any insights created through the use of the platform or related services that are given to the Company.
Both Parties retain the unrestricted right to use, modify, distribute, and apply the Analytics results for their own business purposes without the need for further consent from the other Party, provided that such use complies with applicable laws and does not infringe upon any confidentiality or data protection obligations established in this Agreement.
Neither Party shall owe the other any additional compensation, royalties, or fees for the use of the shared Analytics, unless otherwise agreed in writing.
- Rights to Access
- Data Transfer
Each Party has the right to access and transfer data as specified under this Agreement for the purposes outlined herein. Data transfer between the Parties shall be conducted through secure and mutually agreed-upon methods.
The Company shall be responsible for ensuring that the data is accurate, complete, and transferred in a secure manner that protects the integrity and confidentiality of the data.
The Company acknowledges and agrees that all data transferred to the platform, including but not limited to data uploaded directly, transferred through data pipelines, or sourced, with the permission of the Company, from internal and external job boards, as well as any publicly available data, may be accessed, stored, and used by Picsume for its own business purposes as governed by the law.
Both Parties agree to maintain logs of data transfers, including the nature of the data transferred, the date of transfer, and the authorized personnel involved, to ensure accountability and traceability.
- Third Parties
Picsume shall not provide access to or share the Raw Data with any third parties without the express written consent of the Company, except as required by law or as necessary to fulfill the obligations of this Agreement.
If Raw Data sharing with a third party is permitted, Picsume shall ensure that the third party complies with equivalent data protection, confidentiality, and security.
The Parties shall conduct due diligence on any third parties before granting them access to the Raw Data to ensure that they are capable of handling the Raw Data in a manner consistent with the obligations under this Agreement.
The Company agrees that the platform provided by Picsume is intended solely for the Company's internal use. The Company shall not use the platform, its services, or any related tools on behalf of, or for the benefit of any third parties, including but not limited to clients, partners, affiliates, or any other external entities, without the prior written consent of Picsume.
Any unauthorized use of the platform on behalf of third parties shall be considered a breach of this Agreement, and the Company shall be solely responsible for any resulting liabilities, damages, or legal actions.
The Company acknowledges and agrees that Picsume may engage third-party service providers to facilitate certain aspects of its services, including but not limited to payment processing, analytics, data storage, and security services.
Specifically, Picsume utilizes Stripe, Inc. (“Stripe”) as its third-party payment processor. Stripe collects and processes certain personal data of the Company and its authorized users, including, but not limited to, payment details and billing information, for the purposes of facilitating secure payment transactions and fraud prevention.
Stripe’s collection and use of personal data are governed by its own privacy policy, currently located at https://stripe.com/privacy. Picsume has conducted due diligence on Stripe and ensures that Stripe maintains appropriate data protection, confidentiality, and security measures in accordance with applicable data protection laws.
By agreeing to these Terms, the Company acknowledges and consents to the processing of its payment-related data by Stripe as necessary for payment processing purposes.
If Raw Data sharing with any other third party is permitted, Picsume shall ensure that the third party complies with equivalent data protection, confidentiality, and security obligations.
- Data Usage
Picsume shall use the Raw Data solely for the specific purposes outlined in this Agreement and in accordance with any restrictions or limitations specified by the data owner.
Picsume shall not use, exploit, or commercialize the Raw Data for any unauthorized purposes, including but not limited to selling, licensing, or disclosing the data to external entities without the prior written consent of the Company, except for data strictly necessary for payment processing by third-party providers, such as Stripe.
Each Party shall implement internal controls and procedures to monitor and restrict data usage to authorized purposes only. Any misuse or unauthorized access to data shall be promptly reported to the other Party, and corrective actions shall be taken.
The Company acknowledges and agrees that Picsume will have access to information regarding the Company's actions, behaviours, and interactions while using Picsume’s platform.
Both Parties agree that Picsume is authorized to collect, store, and analyze the behavioural data of the Company indefinitely for its own business purposes, including but not limited to improving the platform, enhancing user experience, developing new features, and conducting internal research and analytics.
Both Parties agree that once the Raw Data has been transformed into Processed Data, and no longer contains any unique identifiers to the Company, that it is the sole ownership of Picsume and the Company relinquishes any and all ownership over the Processed Data that came as a result of transforming the Raw Data transferred to Picsume. Henceforth, Picsume can indefinitely, for its own purposes, utilize the Processed Data in its own discretion as permitted by the law.
- Data Security
- Standards
Both Parties agree to implement and maintain their own data security measures in compliance with industry standards.
Each Party shall regularly review and update its security measures to ensure ongoing compliance with evolving industry standards, legal requirements, and best practices.
The Parties agree to conduct regular security assessments, including vulnerability scans and penetration testing, to identify and address potential security risks associated with the data.
- Data Privacy
Both Parties shall comply with applicable Canadian data privacy laws, including the Personal Information Protection and Electronic Documents Act (PIPEDA) and any other relevant provincial privacy legislation, in the collection, storage, processing, and sharing of data.
- Confidentiality
Picsume shall treat the Raw Data shared under this Agreement as confidential and shall not disclose such data to any unauthorized persons or entities, except as required by law.
Each Party shall ensure that its employees, agents, and contractors who have access to the Raw Data are bound by confidentiality obligations and have received appropriate training on data protection.
In the event of an unauthorized disclosure or breach of confidentiality, the responsible Party shall notify the other Party promptly and take all necessary actions to mitigate the impact of the breach.
- Security Policies
Both Parties shall establish, implement, and maintain security policies that govern the protection of the Raw Data, including policies on access control, data classification, incident response, and data retention.
Each Party shall ensure that its security policies are regularly reviewed, updated, and communicated to all relevant personnel to ensure compliance with this Agreement.
The Parties agree to cooperate in the event of a security incident involving shared Analytics, including coordinating response efforts, sharing information on the nature and impact of the incident, and implementing corrective measures.
- Secure Infrastructure
Both Parties shall use secure and reliable infrastructure for storing, processing, and transferring data, including secure servers, networks, and cloud services that comply with the highest security standards.
All data shall be stored in data centers or cloud environments that have appropriate physical, technical, and administrative controls in place to prevent unauthorized access, damage, or loss.
Each Party shall ensure that its infrastructure is protected against threats such as malware, ransomware, and other cyberattacks through the use of firewalls, intrusion detection systems, encryption, and regular security updates.
- Payment Terms
- Fees and Charges
The Company agrees to pay Picsume the fees and charges outlined in the applicable order form, statement of work (SOW), or subscription plan selected by the Company (the “Fees”). All Fees are quoted and payable in Canadian Dollars (CAD), unless otherwise specified in writing.
- Billing and Invoicing
Picsume shall issue electronic invoices to the Company in accordance with the billing frequency set forth in the applicable order form or subscription plan. Unless otherwise specified, all invoices shall be due and payable within thirty (30) days of the invoice date.
- Payment Processing
Payments shall be made through Picsume’s third-party payment processor, Stripe. The Company agrees to provide accurate and complete billing and payment information and to authorize Picsume and Stripe to charge the payment method provided for all applicable Fees. All payment processing services provided by Stripe are subject to the Stripe Services Agreement and Stripe’s Privacy Policy. Picsume shall not be responsible for any acts or omissions of Stripe.
- Payment Methods
The Company may make payments by credit card, debit card, or any other payment methods supported by Stripe at the time of payment. By providing a payment method, the Company represents and warrants that it is authorized to use the payment method and that payment information is accurate.
- Late Payments
For any undisputed amount not paid by the due date shall, Picsume reserves the right to suspend access to the platform and services until all overdue amounts are paid in full.
- Taxes
All Fees are exclusive of applicable taxes, including but not limited to sales, use, value-added, and goods and services taxes (collectively, "Taxes"). The Company shall be responsible for and shall pay all applicable Taxes.
- Refunds and Credits
Except as expressly provided in this Agreement or required by law, all payments made to Picsume are non-refundable. Picsume may, at its sole discretion, offer credits or refunds in cases of overpayment, billing errors, or service disruptions, provided such issues are promptly reported by the Company.
- Fee Adjustments
Picsume reserves the right to adjust its Fees upon providing at least sixty (60) days' prior written notice to the Company. If the Company does not agree to the adjusted Fees, it may terminate this Agreement in accordance with the termination provisions herein.
- Liability
- Limitation of Liability
To the fullest extent permitted by law, neither Party shall be liable to the other Party for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, revenue, data, or business opportunities, arising out of or related to this Agreement, even if advised of the possibility of such damages.
Each Party’s total aggregate liability to the other Party for any claims arising out of or in connection with this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total amount paid or payable under this Agreement during the twelve (12) months preceding the date on which the claim arose.
- Disclaimer of Liability for Uploaded Documents & Sensitive Data
Both Parties acknowledge and agree that neither Party shall be liable for the content, accuracy, legality, or appropriateness of any documents, data, or information uploaded onto the platform by the other Party or any third parties.
Each Party is solely responsible for ensuring that any documents or data it uploads to the platform comply with all applicable laws, regulations, and third-party rights, including but not limited to intellectual property, privacy, and confidentiality obligations.
Both Parties agree that the Picsume platform is not designed or intended for the storage, processing, transferring to a third party, or management of data containing private sensitive information as defined under the Personal Information Protection and Electronic Documents Act (PIPEDA), including but not limited to personal financial data, health information, or any other data classified as sensitive.
The Company shall bear full responsibility and liability for the security, compliance, and management of any private sensitive information transferred, processed, or stored on the platform, including any breaches, regulatory non-compliance, or legal claims that may arise from the mishandling of such data.
- Notification of Breach
- Obligation to Notify
In the event of a data breach, security incident, or any unauthorized access, use, disclosure, or loss of data shared under this Agreement, the affected Party (“Notifying Party”) shall promptly notify the other Party (“Receiving Party”) in writing without undue delay and, in any event, no later than seventy-two (72) hours after becoming aware of the breach.
- Content of Notification
The notification shall include, to the extent known and reasonably ascertainable at the time of notification:
- A description of the nature of the breach, including the categories and approximate number of data records affected;
- The date and time of the breach, if known, or the estimated date and time;
- The likely consequences of the breach, including any potential impact on the Receiving Party or data subjects involved;
- A description of the measures taken or proposed to be taken by the Notifying Party to address the breach, mitigate its effects, and prevent future occurrences; and
- Contact details of a designated representative of the Notifying Party who can provide further information and assist in managing the breach.
- Cooperation and Mitigation
The Notifying Party shall take all reasonable steps to contain, investigate, and mitigate the effects of the breach, including implementing remedial measures to prevent further unauthorized access or disclosure.
Both Parties agree to cooperate fully in investigating the breach, including sharing relevant information and coordinating response efforts, to minimize the impact on affected individuals and to comply with applicable legal and regulatory requirements.
- Reporting to Authorities and Affected Individuals
The Notifying Party shall be responsible for determining whether notification to regulatory authorities, law enforcement, or affected individuals is required by applicable laws or regulations and for fulfilling any such reporting obligations in a timely manner.
The Receiving Party shall provide reasonable assistance to the Notifying Party in preparing notifications to regulatory authorities and affected individuals, if required, and in managing any public communications related to the breach.
- Documentation and Record-Keeping
The Notifying Party shall maintain records of the breach, including details of the breach, actions taken, communications, and any lessons learned, to facilitate compliance with legal obligations and to improve future data security measures.
- Conditions of Termination
- Termination for Convenience
Either Party may terminate this Agreement for any reason by providing the other Party with at least 90 days’ written notice of its intention to terminate.
- Termination for Cause
Either Party may terminate this Agreement immediately, upon written notice, if the other Party materially breaches any term of this Agreement and fails to remedy the breach within 10 days after receiving written notice specifying the nature of the breach.
This Agreement may also be terminated immediately by either Party if the other Party becomes insolvent, files for bankruptcy, is placed into receivership, or ceases to carry on business in the ordinary course.
- Termination Due to Regulatory or Legal Requirements
If there is a change in applicable laws, regulations, or regulatory guidance that prevents or restricts the performance of either Party’s obligations under this Agreement, either Party may terminate this Agreement by providing written notice to the other Party.
- Obligations Upon Termination
Upon termination of this Agreement, Picsume shall immediately cease all use of the other Party’s Raw Data and but are not required to return nor destroy any Processed Data or Analytics under this Agreement, including all copies, summaries, and derivatives thereof.
Both parties agree that, upon termination of this Agreement, each party retains the right to use any data analytics, insights, or reports generated during the term of this agreement for internal purposes, provided that such use complies with applicable laws.
- Payment Effect of Termination
Upon termination of this Agreement for any reason, any outstanding Fees accrued prior to the effective date of termination shall become immediately due and payable, and should be paid within thirty (30) days. If the Agreement is terminated due to the Company’s breach, Picsume shall be entitled to retain any pre-paid amounts as liquidated damages, and not as a penalty, without prejudice to its other rights or remedies, according to the law.
- Survival of Provisions
Notwithstanding the termination or expiration of this Agreement, any provisions that, by their nature, are intended to survive termination, including but not limited to confidentiality, data security, liability, and indemnity obligations, shall remain in full force and effect.
- No Waiver of Rights
Termination of this Agreement shall not affect any rights, remedies, or liabilities that have accrued prior to termination, including the right to seek damages for any breach of this Agreement occurring before the termination date.
- Dispute Resolutions
If the Parties are unable to resolve the dispute through negotiations within thirty (30) days of the initial notice of the dispute, the matter shall be escalated to senior management of both Parties for further resolution efforts.
Should the dispute remain unresolved after escalation, the Parties agree to submit the dispute to mediation before a mutually agreed-upon mediator, or if no agreement is reached, by a mediator appointed by the court of competent jurisdiction in Ontario.
If mediation fails to resolve the dispute, the Parties agree to submit the matter to binding arbitration in accordance with the Arbitration Act, 1991. The arbitration shall be conducted in Ontario by a single arbitrator mutually agreed upon by the parties, or, failing such agreement, by an arbitrator appointed by a court of competent jurisdiction. The decision of the arbitrator(s) shall be final and binding on the Parties.
Each Party shall bear its own costs associated with the dispute resolution process, including legal fees, unless otherwise determined by the mediator or arbitrator.
Any legal action related to or arising from this Agreement that is not subject to arbitration shall be brought exclusively in the courts of the Province of Ontario, and the Parties hereby irrevocably submit to the jurisdiction of such courts.
- Provisions
This Agreement constitutes the entire agreement, in terms of data sharing & ownership, between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter.
- Amendments and Modifications
No amendment, modification, or waiver of any provision of this Agreement shall be effective unless made in writing and signed by authorized representatives of both Parties.
- Assignment
Neither Party may assign, transfer, or delegate any of its rights or obligations under this Agreement without the prior written consent of the other Party, except to a successor in connection with a merger, acquisition, or sale of all or substantially all of the assigning Party’s assets.
- Timeliness of Obligations
Neither Party shall be liable for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is caused by events beyond its reasonable control, including but not limited to acts of God, war, terrorism, labor disputes, governmental actions, or natural disasters (“Force Majeure Event”). The affected Party shall promptly notify the other Party of the occurrence of the Force Majeure Event and make reasonable efforts to resume performance as soon as practicable.
- Notices
All notices, requests, consents, claims, demands, waivers, and other communications under this Agreement shall be in writing and shall be deemed to have been duly given:
(a) when delivered by hand;
(b) when sent by email with confirmation of receipt; or
(c) one (1) business day after being sent by a nationally recognized overnight courier;
In each case to the addresses specified by the Parties.
- Severability
If any provision of this Agreement are held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision shall be deemed severed from this Agreement and the remaining provisions shall continue in full force and effect.
- No Waiver
The failure of either Party to enforce any right or provision of this Agreement shall not constitute a waiver of that right or provision or any other provision in this Agreement.