1. About us and the Platform

1.1.

http://www.navitalglobal.com (the “Navital Platform”) is a site maintained by Navital Global FZ-LLC. We are a company with our registered office at In5 Tech, Premises No. HD32C, Dubai Internet City, United Arab Emirates and with commercial license number 99032 at the Dubai Development Authority.

1.2.

Throughout these Terms of Use, Navital Global FZ-LLC is referred to as “we”, “our”, “us”, or “Navital Global”. We use the terms “you” and “your” to mean any person using the Navital Platform, and any organisation or person using the Navital Platform on an organisation’s behalf.

2. About these Terms of Use

2.1.

The purpose of these Terms of Use is to define the terms and conditions on which we shall provide access to the Navital Platform and allow you to use the various functionalities of the Navital Platform.

2.2.

You will be agreeing to these Terms of Use as soon as you use the Navital Platform. Please ensure you read them carefully. If you do not agree to the Terms of Use, please do not continue to use the Navital Platform.

2.3.

We may update these Terms of Use from time to time. Should we do so, the new terms will become effective from the moment they are uploaded onto the Navital Platform. You should check the Terms of Use when you visit the Navital Platform to confirm the most recent Terms of Use that apply.

3. Your use of the Navital Platform

3.1.

The Navital Platform aims to help community members build great careers and aims to help organizations hire members for full-time or project-based roles. How you are able to use the Navital Platform will, to some extent, be determined by whether you are using the Navital Platform as a user looking for opportunities and roles (a “Member”), or a user seeking Members for employment or projects (a “Client”).

3.2.

The services which you are able to access on the Navital Platform are:

(A)

For users accessing the Navital Platform as Members:

(1)

information about opportunities for full-time jobs or project-based work;

(2)

an inbox to receive messages from Clients interested in a Member’s profile; and

(3)

other features which may be added from time to time (either as free services, or as paid for services, including networking opportunities, or market intelligence and insights about relevant topics).

(B)

For users accessing the Navital Platform as Clients:

(1)

post opportunities for full-time jobs or project-based work;

(2)

browse and search profiles of Navital Platform Members; and

(3)

contact Navital Platform Members.

3.3.

Registration

You may be able to access some areas of the Navital Platform without registering your details with us. However, in order to access the main functionalities of the Navital Platform, you must be a registered user. In order to become a registered user, you will need to create either a Member or Client account (as applicable) by following the relevant registration process on the Navital Platform. The process and information that you will be required to provide will differ depending on whether you are registering as a Member or Client.

3.4.

Registering as a Member and creating a Member profile

(A)

When you register with the Navital Platform as a Member, you will give us your full name, email address, high-level information about your prior work experience, and create a password. This will allow you to create an account on the Navital Platform. To be able to benefit from the services provided by us, after creating your account, you need to complete your Member profile.

(B)

If you want to use the services provided by the Navital Platform as a Member, you need to fill out all details highlighted as “compulsory” in your Member profile page after log-in. These details include:

(1)

your first and last name;

(2)

the city you are located in and country of residence;

(3)

the countries in which you are allowed to work, whether this be through a work permit or citizenship;

(4)

the countries to which you would be willing to relocate;

(5)

any languages spoken;

(6)

your education history, including any additional certificates received;

(7)

your employment history;

(8)

your relevant skills;

(9)

examples of work completed; and

(10)

a photo of yourself.

(C)

After you complete your Member profile, our team will either activate your profile, request further information and/or edits, or notify you that your profile was not accepted (or given limited access to the Navital Platform) due to not meeting the criteria required for participation in our community. We reserve the right to reject a profile in our sole and absolute discretion.

(D)

Upon becoming a registered user of the Navital Platform, it is your responsibility to treat your registration and login information relating to the Navital Platform as confidential. We are not responsible for any use or misuse of your registration and login information (and resulting access to the Navital Platform) arising from your failure to keep your registration and login information safe and confidential.If you know or suspect that anyone other than you knows your login details, please inform us and reset your password immediately.

(E)

We may disable any access credentials and/or suspend your access to the Navital Platform in the event that we suspect that (a) an unauthorised person is using your access credentials; or (b) you have disclosed your access credentials to a third party in breach of these Terms of Use.

3.5.

Registering as a Client and creating a Client profile

(A)

If you are accessing the Navital Platform as a Client, then we will ask you to submit details about your organization as well as the users who are going to use the Navital Platform on behalf of your organization (the “Designated Users”). These details will include:

(1)

company name;

(2)

company address;

(3)

company registration documents;

(4)

name, designation, and contact details of account manager and signatory on behalf of company;

(5)

names, designations, and contact details of the Designated User(s) accessing the Navital Platform on behalf of the company; and

(6)

preferred payment method.

(B)

Based on the details provided, we will send you an invoice for the fees related to your access to the Navital Platform. Upon receipt of the payment, we will create user accounts for the Designated Users so they may use the Navital Platform. To be able to use the Navital Platform after the Designated User accounts are created, we may require the submission of additional descriptions about the company (e.g., company profile, company logo). After the Designated User accounts have been created and the company information has been provided, the Designated Users may use the relevant services of the Navital Platform.

3.6.

When you use the Navital Platform as a Member or a Designated User:

(A)

you agree not to access, copy, or otherwise use the Navital Platform, except as authorised by these Terms of Use or as otherwise authorised in writing by us;

(B)

you will use your best endeavours to engage proactively with the Navital Platform and its users, responding to messages in a timely manner to ensure that the community develops strongly;

(C)

you will act with honesty and integrity at all times, ensuring that all communications made through the Navital Platform are transparent and fair;

(D)

you agree not to impersonate any person or entity, use a fictitious name, or misrepresent yourself or your affiliation with a person or entity;

(E)

you agree that any information supplied or made available to us (including any information published on the Navital Platform) is true, accurate and not misleading;

(F)

you will not engage in any activities that would otherwise create any liability for us or our affiliates;

(G)

you will not attempt to copy, modify, reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for all or any part of the Navital Platform or any related technology;

(H)

you will not use bots or other automated methods to access or use the Navital Platform;

(I)

you will not engage in spamming or phishing or use the Navital Platform to defraud any person or entity;

(J)

you will not copy, reproduce, download, compile or otherwise use any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc available on or through the Navital Platform for the purposes of operating a competing business; and

(K)

where you have been granted certain privileges so that you have the ability to browse and view other Member profiles on the Navital Platform, the terms of Clause 3.7 below will also apply, amended mutatis mutandis, as applicable to you.

3.7.

Use of the Navital Platform as a Client (including as a Designated User)

(A)

The Client and its Designated Users must only use the Navital Platform to:

(1)

solicit applications from Members for full-time, part-time or project-based roles;

(2)

search and browse Member profiles that you are considering to hire for full-time, part-time or project-based positions; and

(3)

identify Members to collaborate with on initiatives or for proposals.

(B)

Only the Designated User(s) for whom access was procured by the Client in accordance with Clause ‎3.5 can use the Navital Platform on the Client’s behalf and the Client and its Designated User(s) must not:

(1)

share login and password details of the Designated User(s) account with individuals who have not been stated as Designated Users by the Client, whether they are individuals within the Client or not; and

(2)

use data for any reason other than for the purposes set out above in Clause ‎1.3.7(A).

(C)

Where a Client or the Client’s Designated Users provide details of an employment role or project opportunity on the Navital Platform, the Client will:

(1)

not include details of other team members on the project unless such team members have provided their approval to the Client to do this;

(2)

only advertise genuine employment roles and opportunities – Clients must not use the Navital Platform to scrape data about Members by listing false or misleading posts;

(3)

not contact Members to sell a service, market its own services, or to send newsletters or marketing information to a Member;

(4)

not sell, provide or other make available a Member’s contact information to a third party without the relevant Member’s permission;

(5)

only contact Members that are suitable for the role or opportunity that the Client has posted;

(6)

only solicit Members for lawful and legitimate purposes; and

(7)

not provide or share the information accessed through the Navital Platform with people outside of the Client and only share the information within the Client with individuals who have a need to know that information for the purposes of filling the employment opportunity or role or to any other third party as otherwise permitted by a Member.

3.8.

We reserve the right to remove any job posting from the Navital Platform which, in the reasonable exercise of our discretion, does not comply with these Terms of Use, or if we determine that any job posting is not in the best interest of the Navital Platform or its users.

3.9.

User content

(A)

By posting or displaying any information, messages, content or material (“User Content”) on the Navital Platform or providing any User Content to us or our representative(s), and to the extent permitted under applicable laws, you grant us an irrevocable, perpetual, worldwide, royalty-free, and sub-licensable license to display, transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create derivative works, and otherwise use any or all of the User Content in any form, media, or technology now known or not currently known in any manner and for any purpose which may be beneficial to providing current or future Navital services and/or the operation of the Navital Platform. You confirm and warrant to us that you have all the rights, power and authority necessary to grant the above license.

(B)

You represent, warrant and agree that (a) you shall be solely responsible for obtaining all necessary third party licenses and permissions regarding any User Content that you submit, post or display; (b) any User Content that you submit, post or display does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third party (“Third Party Rights”).

(C)

You further represent, warrant and agree that the User Content that you submit, post or display whether submitted during the registration process or thereafter throughout the continuation of the use of the Navital Platform (and whether in relation to an individual or if accessing on behalf of a Client, in relation to the company) shall:

(1)

be fully true, accurate, current and complete;

(2)

not be false, misleading or deceptive;

(3)

not contain any malicious software or other material that could harm the integrity of the Navital Platform;

(4)

not contain information that is defamatory, libelous, threatening or harassing, obscene, objectionable, offensive, sexually explicit or harmful to minors;

(5)

not contain information that is discriminatory or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;

(6)

not violate any applicable laws and regulations; and

(7)

not contain any link directly or indirectly to any other websites which include any content that may violate these Terms of Use.

(D)

We do not endorse, verify, actively monitor, moderate, or otherwise certify User Content created, submitted, posted or displayed by any user of the Navital Platform. You are solely responsible for, and may be held legally liable or accountable for, the User Content you post or display on the Navital Platform. As such, you agree that we are not responsible, and shall have no liability to you or anyone else for any User Content or other material transmitted through the Navital Platform, including fraudulent, untrue, misleading, inaccurate, defamatory, offensive or illicit material and that the risk of damage from such User Content or other material rests entirely with you.

(E)

Notwithstanding clause ‎3.6‎‎(D), we reserve the right in our sole discretion to remove, modify or reject any User Content that you submit to, post or display on the Navital Platform which we reasonably believe is unlawful, violates these Terms of Use, could subject us or our affiliates to liability, or is otherwise found inappropriate in our sole discretion.

3.10.

Messaging

(A)

Clients and Members are able to communicate with one another the Navital Platform with messages. Once a Client and Member have contacted one another through the Navital Platform messaging system, they will then be able to share with one another their personal contact details to continue their engagement outside of the Navital Platform.

(B)

We may also contact you through the Navital Platform. Where we contact you, this will be to:

(1)

notify you that your verification process was successful;

(2)

let you know of specific roles and opportunities that may be of interest to you; and

(3)

provide you with other updates, insights, and information relevant to our network, including about additional services, premium content or subscriptions that we may provide on the Navital Platform.

4. Access to the Navital Platform

We do not guarantee that the Navital Platform will always be available or uninterrupted. In addition to any other rights we have under these Terms of Use, we may suspend or withdraw or restrict the availability of all or any part of the Navital Platform from time to time, for example for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal of the Navital Platform.

5. Our role and responsibilities

5.1.

All users of the Navital Platform hereby acknowledge and agree that our role shall be limited to facilitating the provision of an intermediation platform between Members and Clients, without any promise or guarantee of any particular outcome when you use our services. For example, we do not guarantee any level of interest or engagement from Members in roles and opportunities posted on the Navital Platform by Clients, or that Clients will be successful in securing the talent they are looking for through the Navital Platform.

5.2.

We shall not be responsible for any employment or hiring decisions (or lack thereof), for whatever reason, made by any Client posting jobs or other opportunities on the Navital Platform.

6. Terms in relation to additional services

At the point of registration or at any stage once you have registered, you may purchase additional premium features. These Terms of Use, as supplemented by any additional terms that we notify you about at the point of purchase, will apply in relation to the premium features and services that you access through the Navital Platform.

7. Data protection

7.1.

As well as these Terms of Use, there are other terms which may apply to you. These include our Privacy Policy, which can be found here.

7.2.

Where you are a Client using the Navital Platform and you interact with a Member regarding a potential role, you agree to comply with all applicable laws relating to data privacy including but not limited to collection, processing, use, retention, disclosure and transfer of personal data.

8. Intellectual property rights

8.1.

Apart from User Content uploaded by you and in relation to which we have been granted a license (see clause ‎3.9 above), we are the owner of all intellectual property rights in the Navital Platform and the material published on it, including, among other things, all trade marks, logos, service marks and service names, whether they are registered or not. These works are protected by, among other things, copyright laws and treaties around the world. We reserve all such rights.

8.2.

Our status (and that of any contributors identified on the Navital Platform) must be acknowledged. You must not in any way use any part of the materials on our Navital Platform for commercial purposes without obtaining a licence from us or the author to do so.

8.3.

You may not copy, reproduce, republish, disassemble, decompile, reverse engineer, download, post, broadcast, transmit, make available to the public, or otherwise use Navital Platform content in any way except for your own personal and non-commercial use. You also agree not to adapt, alter or create a derivative work from any Navital Platform content except for your own personal, and non-commercial use.

9. Fees and charges

9.1.

Currently available services on the Navital Platform are provided free of charge.

10. Liability

10.1.

These Terms of Use exclude or limit our liability arising out of the use of, or relating to, the Navital Platform to the extent that the law permits us to do so. We do not exclude or limit our liability for death or personal injury arising from our negligence, or for our fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under the laws of England and Wales.

10.2.

The Navital Platform is provided "as is", "as available" and “with all faults”, and we hereby expressly disclaims any and all warranties, express or implied, including but not limited to, any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose;

10.3.

While we take reasonable steps to ensure that the information on the Navital Platform is accurate and up to date we do not give or make any warranty or representation (whether express or implied) that any such information is accurate, timely, complete or available. We will not be liable to you for any loss or damage as a result of your use of, or reliance on, the information on the Navital Platform, or for your inability to access or use the Navital Platform for any period of time.

10.4.

While we endeavour to ensure that the Navital Platform is free from any viruses or other malicious or harmful content, we do not accept any liability for errors, delays, or damage to your computer or device as a result of using the Navital Platform. Likewise, although we take steps to protect any information that you provide to us via the Navital Platform, we cannot guarantee the security of your data transmitted to us. In this regard, it is your responsibility to ensure that you have up to date antivirus software, or any other necessary equipment in order to use the Navital Platform safely and to avoid anything that may damage or harm your computer or device.

10.5.

All users of the Navital Platform hereby agree to indemnify us, our affiliates, directors, officers and employees harmless from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such user’s access to or use of the Navital Platform or from your breach of these Terms of Use.

10.6.

Each user of the Navital Platform hereby further agrees to indemnify us, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, from your submission, posting or display of any User Content.

11. Term and termination

11.1.

These Terms of Use will apply to you as soon as you access the Navital Platform and will continue to have effect until they are terminated or if you are no longer interacting with us.

11.2.

In addition to our other rights under these Terms of Use, we may terminate or suspend your right to use the functions of our Navital Platform at any time in our sole discretion without liability for any losses or damages arising out of or in connection with such suspension or termination, including if you violate or breach these Terms of Use (or we have reasonable grounds to believe that you are in breach of any of these Terms of Use) or if allowing you to access and use the Navital Platform or its related functions would violate any applicable local, state, provincial, national and other laws, rules and regulations, or would expose us to any legal liability whatsoever.

11.3.

Where you are using the Navital Platform as a Client and we are required to terminate or suspend your right to use the functions of our Navital Platform for reasons that are not as a consequence of your acts or omissions, we may reimburse you a proportion of the fees you have paid in advance for services, pro-rated for the period of time for which you did not receive them.

11.4.

If the Terms of Use are terminated or you are no longer interacting with us, these Terms of Use may no longer apply. However, any provisions of the Terms of Use that by their nature should continue to apply after termination of these Terms of Use will do so. This includes, without limitation, all limitations on liability, choices of law and judicial forum and intellectual property protections and licenses.

12. No liability for other websites

12.1.

At times the Navital Platform may link to, or incorporate information from, other websites (including, but not limited to, job postings published on the websites of other companies). Any such links and/or information from other websites are solely for your convenience or information and may be subject to their own terms and conditions. We cannot and do not verify the accuracy or truthfulness of any information contained in any third party websites and/or third party information published on the Navital Platform, nor does the inclusion of these links and/or information represent an endorsement or a recommendation of such third-party websites and/or information by us. We accept no liability for any third party content or for any websites to which the Navital Platform links.

12.2.

We operate channels, pages and accounts on some social media, which can be accessed via links on the Navital Platform. We may monitor and record comments and posts made on these channels. We are not responsible for any information posted on those social media sites other than information we have posted ourselves. We do not endorse the social media sites themselves, or any information posted on them by third parties or other users.

13. Linking to the Navital Platform

13.1.

You may link to our home page from your website, as long as it is done in a way that is both fair and legal, this includes, but is not limited to the sharing of social media content.

13.2.

You must not link to the Navital Platform if doing so may damage our reputation or where you suggest any form of association, approval or endorsement on our part where none exists.

14. Additional provisions

14.1.

We may transfer our rights and obligations under these Terms of Use to another organisation. We will always tell you in writing (including email) if this happens and we will ensure that the transfer will not affect your rights under these Terms of Use.

14.2.

The contract incorporating these Terms of Use is between you and us. No other person shall have any rights to enforce any of these Terms of Use.

14.3.

If, for any reason we fail to enforce any provision of these Terms of Use, this will not constitute a waiver of our right to later enforce that or any other provision. Any waiver, amendment or modification of these Terms of Use must be in writing in order for it to be effective.

14.4.

If any provision of these Terms of Use is found to be unenforceable, that provision will be limited to the minimum extent necessary in order that the other provisions of these Terms of Use remain in full force and effect.

14.5.

Under no circumstances is any independent contractor, agency, partnership, joint venture or other such relationship created by these Terms of Use.

15. Governing law and jurisdiction

These terms of use, the Navital Platform and any information contained in it will be governed by the laws of England and Wales, and the federal courts of Dubai in the United Arab Emirates will have non-exclusive jurisdiction to hear any dispute arising from these.

16. Contacting us

16.1.

You can get in touch with us via the contact information or alternative contact options found at the bottom of the main page.

16.2.

When you contact us in this way, we will ask you for your name, email address and organisation (if relevant). We will treat this data in line with our privacy policy.