Welcome!

Manup operates a platform which gives clients access to a geographically dispersed pool of independent contractors in the energy industry whose services they can engage for agreed duration (‘Our Services’).

The terms and conditions set out below create a binding Agreement between Manup (‘Manup’)) and the registered user {‘you’). This Agreement governs the use of the Manup website and when you (either individually or on behalf of the entity you represent), use Our Services, you are agreeing to all terms and conditions set out below.

By setting up an account with us and accessing Our Services, you agree to be bound by this Agreement and other additional agreements referenced therein including the Privacy Policy. You also represent that you have the authority to enter into this Agreement either personally or on behalf of the company named as the registered client.

You will need to comply with these Terms of Service when you use or access the Service. If you do not agree to these Terms of Service, please do not browse or otherwise access or use the Service.

REGISTRATION AND ACCOUNT INFORMATION

In order to use Our services, you must register an account wherein you agree to provide accurate, correct and complete information as required. Manup reserves the right to suspend or terminate your account if it has reason to believe that the information provided is inaccurate, incorrect or incomplete. You agree that you will not create an account using a false identity or information. We reserve the right in our sole discretion to accept or reject your registration to use our services as well as suspend or terminate your account. You are responsible for maintaining the confidentiality of your password and account and to be fully responsible for any and all activities that occur under your account.

VERIFICATION

When you register for an account, and from time to time thereafter, your account may be subject to verification and you authorise us, directly or through third parties, to make any inquiries necessary to validate your identity, legal status and any details you provide to us, subject to applicable law.

HOW IT WORKS

Manup is a platform which connects you with a wide range of independent energy contractors (‘Personnel’) who have signed up on our platform. You can engage the services of one/more Personnel. Manup represents that it has used all reasonable endeavors and taken all reasonable steps to screen the personnel in order to confirm their identity, experience, training and qualifications to offer the services. It is however still at your sole discretion to review and engage the services of any personnel.

FEES AND COMMISSION

You do not have to pay to access our standard Service; however, if you offer to enter into a contract with Manup for a Personnel on our platform you will be charged based on the day rate published on the personnel’s profile. We offer additional premium services (the "Additional Services") for which we charge additional fees. If you wish to use any of the Additional Services, we will advise you on the relevant fee before you subscribe to use any Additional Services. The invoices submitted to you shall include payment calculated based on the information supplied by the Personnel in the Personnel's timesheets, and the applicable mobilization fee which shall be the total costs incurred by the Personnel as costs of logistics from his base location to the agreed project point of mobilization.

Where project duration is 45 days or less, payment shall be due fourteen (14) days after the completion of project. Where project duration exceeds Forty Five (45) days, Manup shall send a monthly invoice to you and payment shall be due on or before fourteen days after the date of invoice.

If you make an offer to a Personnel where that Personnel shall be paid an annual salary within 12 months of making an introduction, including conversion from a contract engagement to employee, ("permanent employment"), we will charge you a one-off 15% commission on the gross annual salary you agree to pay to the Personnel. We will submit our invoice to you in respect of our commission once the start date for the Personnel’s contract of employment has been agreed. Payment shall be due on or before seven days after the date of invoice.

All amounts referred to in these Terms of Service are payable in USD, unless another currency is otherwise agreed in writing by the parties and are exclusive of all taxes, unless otherwise expressly stated. Such taxes where applicable shall be paid at the same time as payment of any commission and fees and shall therefore be reflected in the relevant invoice.

RULES OF ACCEPTABLE USE

In addition to the other requirements within these Terms of Service, this section describes specific rules that apply to your use of the Service (the "Rules of Acceptable Use"). When using the Service you must not: approach any Personnel in respect of a position listed through our Service otherwise than through Our Service; circumvent, disable or otherwise interfere with any security related features of the Service or features that prevent or restrict use or copying of the content accessible via the Service; give any false or misleading information or permit another person (other than Authorised Users) to use the Service under your name; use the Service if we have suspended or banned you from using it; send junk, spam or repetitive messages, engage in any illegal or unlawful conduct, modify, interfere, intercept, disrupt or hack the Service or collect any data from the Service other than in accordance with these Terms of Service; misuse the Service by knowingly introducing viruses, Trojans, worms, logic bombs or other material which would harm the Service or any user of the Service's own equipment; submit or contribute any content that contains nudity or violence or is abusive, threatening, obscene, misleading, untrue or offensive or submit or contribute any User Content without the permission of the content owner or otherwise infringe the copyright, trademark or other rights of third parties; or use any User Content in violation of any licensing terms specified by the owner or submit or contribute any information or commentary about another person without that person's permission.

Failure to comply with the Rules of Acceptable Use constitutes a serious breach of these Terms of Service, and may result in our taking all or any of the following actions (with or without notice): immediate, temporary or permanent withdrawal of your right to use our Service; immediate, temporary or permanent removal of your User Content; issuing of a warning to you; legal action against you; disclosure of such information to law enforcement authorities as we reasonably feel is necessary.

CHANGES TO THE TERMS OF SERVICE

You understand and agree that we may revise and update these Terms of Service from time to time at our sole discretion. All changes are effective immediately when we post them, and they apply to all access and use of the Services thereafter. By continuing to use the Services following notice, or by failing to close your account, you hereby expressly accept and agree to the changes. If you do not agree to the changes, you must stop using the Services and close your account. You are expected to check these Terms of Use from time to time so you are aware of any changes, as they are binding on you.

DISPUTE RESOLUTION

If you have a dispute with us relating to the Service, in the first instance please contact us at info@getmanup.co and attempt to resolve the dispute with us informally. In the unlikely event that Manup has not been able to resolve a dispute informally, we will discuss and agree with you on the most effective way of resolving our dispute.

TERMINATION OF AGREEMENT

Where you are not satisfied with the performance of the Personnel, you may wish to terminate the engagement of the Personnel by directly informing Manup. However, you agree to fulfill all outstanding financial obligations up until the date of termination of the engagement which will include the payment of mobilization fees, payments due payable to Manup for the total number of days for which the Personnel has already worked as evidenced in the timesheet and related invoice.

PROPRIETARY NATURE OF SERVICES

The Service and Platform are proprietary to, and valuable trade secrets of Manup. You acknowledge the Service contains proprietary content, information and material that is protected by applicable intellectual property and other laws, including, but not limited to, copyright, trademark, and service marks, and that you will only use such proprietary content, information, or materials for permitted uses under these Terms. The Service is entrusted to you only for the purposes set forth in these Terms. You will not reverse engineer, duplicate, translate, modify, copy, printout, disassemble, decompile or otherwise tamper with the Service or any software provided therewith.

CONSENT TO USE DATA

You agree that Manup may collect and use technical data and User information as described in its Privacy Policy, and, including, but not limited to, technical information about Your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of customization, updates, and other services to You (if any) related to the Service.

INTELLECTUAL PROPERTY RIGHTS

FORCE MAJEURE

In the event that either party is unable to perform its obligations under the terms of this Agreement because of acts of God, strikes, equipment or transmission failure or damage reasonably beyond its control, or other causes reasonably beyond its control, such party shall not be liable for damages to the other for any damages resulting from such failure to perform or otherwise from such causes except for liability for payment or any other right or obligation accruing prior to the event of Force Majeure.

DISCLAIMER OF WARRANTY

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. MANUP CANNOT AND DOES NOT WARRANT THE SERVICE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. AS SUCH, YOU SHALL NOT RELY EXCLUSIVELY ON THE SERVICE FOR ANY REASON. THE SERVICE AND ANYTHING RELATED THERETO ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND MANUP HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICE AND ANYTHING RELATED THERETO, EITHER EXPRESS, IMPLIED OR STATUTORY

APPLICABLE LAW

By using Manup you agree that applicable federal law, and the laws of the state of Texas , without regard to principles of conflict of laws,rules or principles (whether of the State of Texas or any other jurisdiction) that would cause the application of the laws of any other jurisdiction, will govern these Terms of Service and any dispute of any sort that might arise between you and Manup.

NOTICE

Manup may modify these Terms or any additional terms, and such modification shall be effective and binding on You upon notice by Manup via email to the email account provided by You upon registration for the Service. If you do not agree to any modification of these Terms, you should discontinue your use of the Service.

Communications made through the Manup’s website or any email or contact links provided thereon shall in no way be deemed to constitute legal notice to Manup or any of its officers, employees, agents, or representatives, such as where notice to Manup is required by contract, or any federal, state, or local laws, rules, or regulations.

SUGGESTIONS AND FEEDBACK

Manup welcomes feedback or inquiries about the Service. If You elect to provide any feedback or comments of any nature to Manup, all feedback and comments shall be the sole and exclusive property of Manup, and Manup shall have the right to use such feedback in any manner and for any purpose in its exclusive discretion without remuneration, compensation, or attribution to you. Manup is under no obligation, however, to use such feedback. Send your suggestions and feedbacks to feedback@getmanup.co