FLEXPERTJOBS

TERMS OF SERVICE & CLIENT AGREEMENT

CNF Enterprises LLC, operating as FlexpertJobs

hello@flexpertjobs.com | flexpertjobs.com

Effective Date: 13 April 2026

PLEASE READ THESE TERMS CAREFULLY BEFORE ENGAGING ANY FLEXPERTJOBS SERVICE. SUBMISSION OF A DEPOSIT, EXECUTION OF AN ENGAGEMENT AGREEMENT, PAYMENT OF ANY FEE, OR SUBSCRIPTION TO ANY SERVICE CONSTITUTES FULL ACCEPTANCE OF THESE TERMS. IF YOU DO NOT AGREE, DO NOT PROCEED.

DEFINITIONS

The following defined terms apply throughout this Agreement:

"Agreement"

These Terms of Service and Client Agreement, together with any Engagement Confirmation, intake form, or scope document issued by the Company to the Client, which are incorporated herein by reference.

"Authorized User"

The individual who executes or accepts this Agreement on behalf of the Client. This individual represents that they have full authority to bind the Client to these Terms. The Company may rely on communications from the Authorized User as binding on the Client.

"Candidate"

Any individual whose profile, resume, or information is presented, introduced, or referred to the Client through any Company service.

"Client," "You," or "Your"

Any individual, business entity, or organization that engages with, subscribes to, or purchases any service or digital product offered by the Company.

"Company," "We," "Us," or "Our"

CNF Enterprises LLC, operating under the brand names FlexpertJobs and Hire a Flexpert.

"Confidential Information"

All non-public information disclosed by either party in connection with this Agreement, including but not limited to business strategies, candidate profiles, client lists, pricing, proprietary methodologies, and any information that would reasonably be understood as confidential under the circumstances. Confidential Information does not include information that: (i) is or becomes publicly available through no breach of this Agreement; (ii) was known to the receiving party before disclosure; (iii) is received from a third party without restriction; or (iv) is independently developed without use of the disclosing party's information.

"Engagement Confirmation"

The written summary provided by the Company at the time of intake that outlines the specific service, applicable fees, payment schedule, and any role-specific details for a given search. The Engagement Confirmation supplements but does not replace this Agreement.

"Placement Fee"

The fee structure applicable to recruiting and sourcing engagements, consisting of two components: an initial fee due upon hire or engagement of a Candidate, and a retention fee due upon completion of ninety (90) days of continuous engagement by that Candidate. Specific fee amounts are stated in the Engagement Confirmation.

"Service"

Any recruiting, sourcing, candidate introduction, talent media, subscription, digital product, consulting, or advisory service offered by the Company, whether currently available or offered in the future.

"Service Period"

The period during which the Company is actively performing services under a given engagement, beginning on the date a deposit is received and ending upon delivery of the agreed deliverable or as otherwise defined in the Engagement Confirmation.

1. PARTIES AND ACCEPTANCE

These Terms govern the relationship between CNF Enterprises LLC (FlexpertJobs) and any Client who accesses, uses, subscribes to, or purchases any Company service or product. This Agreement applies to all current and future Company services — including recruiting and placement services, talent sourcing engagements, media subscriptions, digital products, and advisory services — unless a separate written agreement signed by both parties expressly supersedes a specific provision.

By submitting a deposit, signing an Engagement Confirmation, making a payment, or using any Company service in any capacity, the Client confirms that the Authorized User has full authority to bind the Client and that the Client agrees to these Terms in full.

2. NATURE OF SERVICE — WHAT WE ARE AND ARE NOT

2.1  Recruiting and Talent Sourcing

The Company provides active recruiting, candidate sourcing, screening, and shortlist delivery services to employers seeking to fill flexible, remote, part-time, contract, fractional, and project-based roles. The scope of each engagement is defined at intake and confirmed in the Engagement Confirmation.

2.2  Not a Staffing Agency or Employer of Record

The Company is not a staffing agency, employment agency, professional employer organization (PEO), employer of record, or placement firm as defined under applicable federal or state law. The Company does not employ, co-employ, supervise, direct, pay, or assume any liability for any Candidate at any time. No joint employer relationship is created between the Company and any Candidate.

2.3  Role Ends at Introduction and Shortlist Delivery

Unless a specific written agreement states otherwise, the Company's obligations conclude upon delivery of a vetted candidate shortlist to the Client. Any employment relationship, independent contractor agreement, consulting arrangement, or other engagement formed following a Company introduction is solely between the Client and the Candidate. The Company is not a party to that relationship and assumes no liability for outcomes arising from it.

2.4  No Guarantee of Hire or Performance

The Company makes no guarantee that any Candidate presented will be hired, will accept an offer, will perform satisfactorily, or will remain engaged for any period of time. Delivery of a shortlist constitutes fulfillment of the Company's sourcing obligation regardless of whether a hire results. Placement fees are tied to Client hiring decisions and post-hire outcomes as described in Section 3, not to the Company's sourcing performance.

2.5  Additional Services

The Company reserves the right to offer additional services beyond those described herein, including but not limited to media and newsletter products, digital educational resources, templates, tools, and advisory engagements. All such services are subject to this Agreement unless a separate written agreement governing a specific service expressly states otherwise.

3. FEES, PAYMENT TERMS, AND BILLING

3.1  Sourcing & Placement Fee Structure

The Company's fees for recruiting and sourcing engagements consist of two independent and separate obligations: (1) the Sourcing Fee, which compensates the Company for the work of sourcing, screening, and delivering a candidate shortlist, and is owed regardless of whether Client makes a hire; and (2) the Placement Fee, which is owed only if and when Client hires or engages a Candidate introduced through the Company. Payment of the Sourcing Fee does not credit toward, offset, or satisfy any portion of the Placement Fee. Both obligations are independent and may be owed simultaneously.

The Sourcing Fee is earned by the Company upon commencement of active sourcing work and is owed in full regardless of whether a hire results, whether Client withdraws the role, pauses hiring, changes the role requirements, or cancels the engagement for any reason. The Sourcing Fee is payable in two installments: the first installment is due at intake and serves as a non-refundable deposit to initiate the search; the second installment is due upon delivery of the candidate shortlist. Specific installment amounts are stated in the Engagement Confirmation. Once sourcing has commenced, no portion of the Sourcing Fee is refundable under any circumstance, including but not limited to Client's decision to withdraw the role, restructure the position, pause hiring indefinitely, or terminate the engagement prior to shortlist delivery.

If Client hires or engages any Candidate introduced through a Company service, a two-part Placement Fee is owed as follows:

Part One is due within thirty (30) days of the Candidate's Start Date, defined as the first day of any paid work, the execution of any agreement between Client and Candidate, or the start of any trial, project, or probationary period, whichever occurs first.

Part Two is due within thirty (30) days following the Candidate's completion of ninety (90) continuous days of engagement with the Client.

The Placement Fee applies to any paid engagement regardless of structure, including full-time employment, part-time employment, W-2 employment, 1099 independent contractor arrangements, project-based engagements, fractional engagements, trial periods, or any other arrangement under which the Candidate performs work for compensation for Client or any affiliate, subsidiary, or related entity of Client.

3.2  Self-Reporting Obligation

Client agrees to notify the Company in writing at hello@flexpertjobs.com within five (5) business days of: (i) extending an offer to any Candidate introduced through a Company service; (ii) executing any agreement with such Candidate; or (iii) the Candidate's first day of work. Failure to report does not waive the Company's right to collect either component of the Placement Fee.

3.3  Deposit Requirement — Sourcing Engagements

A non-refundable deposit is required to initiate any sourcing or recruiting engagement. The deposit amount is stated in the Engagement Confirmation. Submission of a deposit by the Client constitutes acceptance of this Agreement in full and authorizes the Company to begin work. The deposit is applied toward the total Placement Fee and is non-refundable under all circumstances, including cancellation of the search, role requirement changes, or the Client electing not to interview any presented Candidate.

3.4  Definintion of Hire & Balance Due Upon Delivery

A "hire" is defined as any arrangement — formal or informal, written or verbal, compensated or deferred — under which a Candidate introduced through a Company service performs any work for Client, a Client affiliate, a Client subsidiary, or any entity under common control with Client. The Placement Fee is triggered regardless of whether Client and Candidate characterize the arrangement as permanent, temporary, trial, probationary, project-based, or otherwise.

For flat-fee sourcing engagements where the full fee is due at delivery rather than contingent on a hire, the balance beyond the deposit is due upon delivery of the candidate shortlist. Delivery is defined as the date the Company transmits the shortlist and accompanying candidate summaries to the Client by email. The Company is not obligated to deliver a shortlist until the deposit has been received and cleared.

3.5  Circumvention & Retention Fee Tolling

If Client engages any Candidate introduced through a Company service within twelve (12) months of that introduction — regardless of whether the Client's engagement or subscription is active at the time — the full Placement Fee (both components) is owed. This provision applies to all engagement structures, including those not initiated through a formal offer process. This section survives cancellation or expiration of any agreement.

If the Candidate's engagement is terminated, restructured, paused, or otherwise ended within the ninety (90) day retention period due to a Client-side decision — including but not limited to layoff, role elimination, budget reduction, restructuring, or any decision within Client's control — the Part Two Placement Fee is still owed in full within thirty (30) days of the date the engagement ends. The Part Two Placement Fee is not owed if the engagement ends solely due to Candidate resignation without cause or Candidate termination for documented, verifiable performance failure. In the event of a dispute regarding the reason for separation, the burden is on Client to provide written documentation supporting a Candidate-initiated or performance-based separation.

3.6  Late Payments

Invoices unpaid beyond thirty (30) days of the due date accrue a late fee of 1.5% per month on the outstanding balance. If any balance remains unpaid for more than thirty (30) days, the Company reserves the right to suspend any active services until all outstanding amounts, including late fees, are paid in full. Suspension does not relieve the Client of any ongoing payment obligations.

3.7  Collection Costs

If the Company is required to pursue collection of unpaid fees, Client agrees to be liable for the greater of: (i) the Company's actual and reasonable collection costs, including fees charged by third-party collection agencies; or (ii) attorneys' fees calculated at no less than thirty percent (30%) of the total amount owed. This provision applies to both components of the Placement Fee and any other outstanding balance.

3.8  Subscription Services

Where Client subscribes to a recurring service, the following apply: subscriptions are billed on the cycle selected at enrollment; Client authorizes recurring charges; cancellation takes effect at the end of the current billing period; no partial refunds are issued for unused days; and cancellation does not relieve Client of any outstanding Placement Fee obligations incurred prior to cancellation.

3.9  Digital Products

All sales of digital products, downloadable guides, templates, toolkits, and similar resources are final. No refunds are issued once a digital product has been delivered or access has been granted. Purchase of a digital product does not transfer any intellectual property rights.

3.10  Fee Changes

The Company reserves the right to modify fees for any service at any time. Clients with a confirmed, active engagement are not subject to fee changes mid-engagement. Any rate confirmed in an Engagement Confirmation governs that specific engagement.

4. CANDIDATE REPRESENTATIONS AND CLIENT DUE DILIGENCE

4.1  Self-Reported Information

Candidate information presented through any Company service — including resumes, profiles, employment history, skills, availability, certifications, and stated preferences — is self-reported by the Candidate and has not been independently verified by the Company unless otherwise expressly stated in writing in the Engagement Confirmation.

4.2  No Verification Services

Unless separately agreed in writing, the Company does not conduct criminal background checks, credit checks, identity verification, education verification, professional license verification, or reference checks. The Client is solely responsible for all verification, screening, credentialing, and due diligence it deems appropriate prior to hiring or engaging any Candidate.

4.3  Candidate Autonomy

Candidates are independent individuals. The Company does not guarantee their ongoing availability, responsiveness, or willingness to accept any offer or engagement. A Candidate's inclusion in a shortlist does not constitute a commitment by that Candidate to proceed with any engagement.

4.4  Client Assumes Full Responsibility for Hiring Decisions

The Client assumes full and sole responsibility for all hiring decisions, offer terms, engagement structures, worker classification, and any outcomes resulting from engaging a Candidate introduced through a Company service. The Company shall not be held liable for Candidate misconduct, misrepresentation, poor performance, resignation, termination, or any other post-hire outcome.

5. INTELLECTUAL PROPERTY AND COPYRIGHT

5.1  Company Ownership

All content created, published, or distributed by the Company is the exclusive intellectual property of CNF Enterprises LLC and is protected by United States copyright law and applicable international treaties. This includes but is not limited to: website content, blog posts, articles, newsletters, email sequences, social media content, candidate profiles as formatted and presented by the Company, digital products, downloadable guides, templates, frameworks, toolkits, training materials, proprietary methodologies, processes, brand assets, logos, and graphics.

5.2  No Transfer of Rights

Engagement with any Company service does not transfer any intellectual property rights to the Client. The Company retains all right, title, and interest in and to its content, methodologies, systems, and materials. Client may not modify, copy, reproduce, reverse engineer, disassemble, adapt, or create derivative works from any Company intellectual property.

5.3  Limited Internal Use License

The Company grants Client a limited, non-exclusive, non-transferable, revocable license to use Company-provided content and materials solely for Client's own internal business purposes in connection with the specific service for which Client is engaged or enrolled. This license does not include the right to reproduce, distribute, publicly display, sell, sublicense, or repurpose any Company content.

5.4  No Resale or Redistribution

No Company content, digital product, candidate profile, template, guide, newsletter, framework, or any other material produced or distributed by the Company may be resold, redistributed, shared publicly, repurposed for commercial use, or incorporated into any third-party product or service without the prior express written consent of CNF Enterprises LLC. Requests must be submitted to hello@flexpertjobs.com.

5.5  Candidate Profile Confidentiality

Candidate profiles and information shared through any Company service are provided to Client for internal hiring evaluation only. Client agrees not to share, forward, publish, or disclose candidate profile information to any third party without the Company's prior written consent. This obligation survives termination of any agreement.

5.6  Client Content

By submitting job descriptions, company information, or other materials to the Company, Client represents that it owns or has the right to share such content and grants the Company a limited license to use that content solely to perform the agreed services.

5.7  Feedback

Any feedback or suggestions the Client provides regarding Company services or content may be used by the Company without restriction, compensation, or attribution.

6. CLIENT CONDUCT, EMPLOYER OBLIGATIONS, AND NON-DISCRIMINATION

6.1  Lawful Hiring Practices

Client represents and warrants that it will conduct all hiring and engagement activities in full compliance with applicable federal, state, and local laws, including but not limited to equal employment opportunity laws, the Americans with Disabilities Act, the Fair Labor Standards Act, the Pregnant Workers Fairness Act, and applicable independent contractor classification requirements.

6.2  Worker Classification

Client is solely responsible for properly classifying any Candidate as an employee or independent contractor under applicable law. The Company makes no representation regarding appropriate worker classification and shall not be liable for any misclassification claims, audits, penalties, or liabilities.

6.3  Non-Discrimination Policy

Client agrees not to use any Company service in a manner that discriminates against any Candidate on the basis of race, color, religion, sex, national origin, age, disability, pregnancy, veteran status, sexual orientation, gender identity, marital status, or any other characteristic protected by applicable law. The Company reserves the right to immediately terminate any client relationship where it becomes aware of discriminatory hiring practices, policies, or conduct, with no obligation to refund any fees paid.

6.4  Standards of Conduct — Termination for Cause

Client agrees to engage with Company personnel, contractors, and Candidates in a professional and respectful manner at all times. The Company reserves the right to immediately terminate any Client engagement, subscription, or access — without refund and without further obligation — upon becoming aware of any of the following:

•       Threatening, harassing, abusive, or intimidating conduct directed at Company staff, contractors, or Candidates

•       Use of hate speech, bigotry, or language that demeans or dehumanizes any individual or group on the basis of race, religion, gender, sexual orientation, national origin, disability, or any other protected characteristic

•       Discriminatory hiring policies or practices, whether overt or structural, that violate applicable law or conflict with the Company's non-discrimination standards

•       Fraud, misrepresentation, or material omission in connection with any Company service or engagement

•       Any conduct that, in the Company's sole and reasonable judgment, creates a hostile or unsafe environment for Candidates, Company personnel, or contractors, or that poses a material reputational risk to the Company

The Company's decision to terminate a Client relationship on these grounds is final. The Company will not knowingly maintain business relationships with individuals or organizations that engage in hate-based, discriminatory, threatening, or abusive conduct. No arbitration clause in this Agreement limits the Company's right to terminate immediately on these grounds.

6.5  Authorized User Warranty

The Authorized User represents and warrants that they are authorized to bind the Client to this Agreement and that all information provided to the Company during intake and throughout the Service Period is accurate and complete. Client understands the Company relies on this information to perform its services.

7. SERVICE LEVEL EXPECTATIONS

7.1  Company Commitments

The Company will use commercially reasonable efforts to:

•       Respond to Client inquiries within two (2) business days during normal business hours (Monday through Friday, excluding federal holidays)

•       Deliver candidate shortlists within the timeframe stated in the Engagement Confirmation, subject to timely receipt of required intake information from Client

•       Perform all services in a professional manner consistent with industry standards for recruiting and talent sourcing

•       Maintain reasonable communication with Client throughout the Service Period regarding search status

7.2  Client Obligations That Affect Delivery

The Company's ability to deliver within the stated timeframe depends on the Client's timely provision of accurate role information, responsive communication, and prompt confirmation of Candidate advancement. Delays caused by Client's failure to provide required information or timely responses do not constitute a breach by the Company and may extend delivery timelines. The Company will notify Client in writing if such delays affect the agreed delivery window.

7.3  Remedy for Service Failures

If the Company fails to meet a material service commitment and Client provides written notice of such failure, the Company will use commercially reasonable efforts to remedy the situation within fifteen (15) business days. Continued material non-performance following such notice may constitute grounds for termination for cause by Client under Section 8.

8. CANCELLATION AND TERMINATION

8.1  Termination for Convenience — Client

Client may terminate an ongoing engagement for convenience at any time by providing written notice to hello@flexpertjobs.com. Termination takes effect upon written acknowledgment by the Company, or if no acknowledgment is received, five (5) business days after the notice is sent. Termination for convenience does not entitle Client to a refund of any deposit or fees paid for services already rendered or in progress.

8.2  Termination for Convenience — Company

The Company may terminate an engagement for convenience by providing Client with written notice. In such cases, the Company will refund any deposit allocable to work not yet performed, provided no Candidate introduction has been delivered.

8.3  Termination for Cause — By Company

The Company may terminate any engagement or access immediately and without prior notice upon: (i) Client's failure to pay any undisputed fee within twenty (20) days of the due date; (ii) Client's material breach of this Agreement that is not cured within fifteen (15) days of written notice; (iii) conduct described in Section 6.4; or (iv) Client's use of any Company service in a manner that violates applicable law or exposes the Company to material legal or regulatory liability. Upon termination for cause by the Company, no fees paid are refundable, and all outstanding fees remain due.

8.4  Termination for Cause — By Client

Client may terminate an engagement for cause if the Company materially breaches any provision of this Agreement and fails to cure such breach within thirty (30) days of receiving written notice from Client. Upon valid termination for cause by Client, Client's obligation is limited to fees for services rendered through the effective termination date.

8.5  Post-Termination Obligations

Termination of any engagement does not extinguish Client's obligation to pay: (i) any Placement Fee component that is triggered by a hire occurring within twelve (12) months of a Candidate introduction, as provided in Section 3.5; (ii) any outstanding balance for services rendered prior to termination; or (iii) any late fees or collection costs accrued prior to termination. These obligations survive termination of this Agreement.

9. CONFIDENTIALITY

Each party may receive Confidential Information belonging to the other in connection with this Agreement. Each party agrees to: (i) maintain the other's Confidential Information in strict confidence using at least reasonable care; (ii) use Confidential Information solely for the purpose of performing obligations under this Agreement; (iii) not disclose Confidential Information to any third party without prior written consent except to employees, contractors, or professional advisors with a legitimate need to know who are bound by confidentiality obligations at least as protective as these Terms; and (iv) if required by law or court order to disclose Confidential Information, provide prompt written notice to the other party so that party may seek a protective order.

These confidentiality obligations survive termination of this Agreement for five (5) years, except that obligations with respect to trade secrets survive for as long as the information qualifies as a trade secret under applicable law.

Upon termination or at the Disclosing Party's request, the Receiving Party shall promptly return or destroy all Confidential Information, except for one archival copy retained for legal compliance purposes, which remains subject to these confidentiality obligations.

10. NON-SOLICITATION

During any active engagement and for a period of two (2) years following its termination, Client shall not — and shall ensure that its employees, agents, and representatives do not — directly solicit, recruit, or hire any Company employee, contractor, or personnel who worked on Client's engagement, without the prior written consent of the Company. This restriction does not apply to: (i) general, non-targeted public job postings; (ii) individuals who respond to such general postings without specific solicitation; or (iii) individuals whose engagement with the Company had ended more than six (6) months prior to the solicitation.

11. NON-DISPARAGEMENT

During any active engagement and for two (2) years following its termination, Client agrees not to make — or cause, encourage, or facilitate others to make — any false, defamatory, or misleading statements (written, oral, or electronic) about the Company, its owner, personnel, services, or business practices through any medium, including online reviews, social media, industry forums, news media, or communications with vendors, partners, or prospective clients.

This provision does not prohibit: (i) truthful statements required by law, court order, or governmental authority; (ii) truthful testimony in legal or regulatory proceedings; or (iii) confidential communications with government agencies for whistleblower purposes.

12. LIMITATION OF LIABILITY

12.1  No Consequential Damages

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CNF ENTERPRISES LLC SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO ANY COMPANY SERVICE, ANY CANDIDATE INTRODUCTION, OR ANY HIRING OR ENGAGEMENT OUTCOME. THIS INCLUDES BUT IS NOT LIMITED TO LOST PROFITS, LOST PRODUCTIVITY, WRONGFUL TERMINATION CLAIMS, CO-EMPLOYMENT CLAIMS, MISCLASSIFICATION LIABILITY, OR CANDIDATE MISCONDUCT.

12.2  Cap on Liability

The Company's total cumulative liability to Client for any claim arising out of or related to this Agreement or any Company service shall not exceed the total fees actually paid by Client to the Company in the three (3) months preceding the event giving rise to the claim. This cap does not apply to Client's payment obligations, the Company's intellectual property rights, or liability that cannot be limited under applicable law.

12.3  No Liability for Third-Party Actions

The Company shall not be liable for the acts or omissions of any Candidate, third-party platform, vendor, or other party involved in any transaction or engagement facilitated through a Company service.

12.4  Allocation of Risk

Client acknowledges that the fees charged by the Company reflect the allocation of risk set forth in this Section and that the Company would not enter into this Agreement without these limitations.

13. DISCLAIMER OF WARRANTIES

ALL SERVICES, CONTENT, AND DIGITAL PRODUCTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT ANY SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY CANDIDATE INTRODUCTION WILL RESULT IN A SUCCESSFUL HIRE OR ENGAGEMENT.

14. INDEMNIFICATION

Client agrees to defend, indemnify, and hold harmless CNF Enterprises LLC and its members, officers, contractors, and agents from and against any claims, demands, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Client's breach of this Agreement; (b) Client's hiring or engagement of any Candidate, including any employment claim, misclassification claim, or wage dispute; (c) Client's violation of any applicable law; (d) any claim brought by a Candidate arising from Client's conduct; or (e) Client's use of any Company service in violation of these Terms.

15. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement is governed by the laws of the State of South Carolina without regard to its conflict of law principles.

In the event of any dispute arising under this Agreement, the parties agree to first attempt resolution through good-faith negotiation. If the dispute is not resolved through negotiation within thirty (30) days of written notice of the dispute, it shall be submitted to binding arbitration in Berkeley County, South Carolina, under the commercial arbitration rules of the American Arbitration Association. The prevailing party shall be entitled to recover reasonable attorneys' fees and costs.

Nothing in this section prevents the Company from seeking injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property, Confidential Information, or to collect unpaid fees.

16. JURY TRIAL WAIVER

TO THE EXTENT PERMITTED BY APPLICABLE LAW, BOTH PARTIES WAIVE ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM RELATING TO OR ARISING OUT OF THIS AGREEMENT.

17. GENERAL PROVISIONS

17.1  Entire Agreement

This Agreement, together with the Engagement Confirmation for any specific service, constitutes the entire agreement between the parties and supersedes all prior representations, understandings, and agreements. A written Engagement Confirmation supplements but does not replace this Agreement unless it expressly states otherwise.

17.2  Modifications

The Company reserves the right to update these Terms at any time. Material changes will be communicated to active Clients via email to the address on file. Continued use of any Company service following notice of a modification constitutes acceptance of the updated Terms. No modification to a specific Engagement Confirmation is effective unless agreed in writing by both parties.

17.3  Severability

If any provision of this Agreement is found invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable. If modification is not possible, that provision shall be severed. The remaining provisions remain in full force and effect.

17.4  No Waiver

The Company's failure to enforce any provision of this Agreement shall not constitute a waiver of its right to enforce that provision in the future. No waiver is effective unless in writing.

17.5  Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates any partnership, joint venture, agency, franchise, or employment relationship between the Company and the Client.

17.6  Assignment

Client may not assign or transfer any rights or obligations under this Agreement without prior written consent of the Company. The Company may assign this Agreement in connection with a merger, acquisition, or sale of all or substantially all of its assets, with written notice to Client within ten (10) days of such assignment.

17.7  Notices

All formal notices under this Agreement shall be sent in writing to the Company at hello@flexpertjobs.com. Notices to Client will be sent to the email address on file. Notices are considered delivered upon transmission to the correct address, provided no automated delivery failure is received.

17.8  Force Majeure

Neither party shall be liable for delay or failure to perform (other than payment obligations) due to causes beyond its reasonable control, including but not limited to acts of God, war, civil unrest, government action, pandemic, platform outages, or similar events outside either party's reasonable control.

17.9  Survival

The following provisions survive completion, termination, or expiration of this Agreement: Section 3.5 (Circumvention), Section 3.7 (Collection Costs), Section 5 (Intellectual Property), Section 8.5 (Post-Termination Obligations), Section 9 (Confidentiality), Section 10 (Non-Solicitation), Section 11 (Non-Disparagement), Section 12 (Limitation of Liability), Section 14 (Indemnification), Section 15 (Governing Law), and Section 16 (Jury Trial Waiver).

17.10  Paragraph Headings

Section headings are for convenience only and do not affect the interpretation of this Agreement.

ACKNOWLEDGMENT OF TERMS

By submitting a deposit, signing an Engagement Confirmation, making any payment, or using any Company service, the Client and Authorized User confirm that they have read, understood, and agree to be bound by these Terms in full.

CNF Enterprises LLC  |  FlexpertJobs  |  hello@flexpertjobs.com  |  flexpertjobs.com

Questions about these Terms? Contact us at hello@flexpertjobs.com before engaging any service.