Last Updated: November 4, 2020.
Welcome to the Terms of Service for TalentMarketplace. These Terms of Service constitute a binding agreement (the “Agreement”) between TalentMarketplace, Inc. (“TalentMarketplace”), the owner, operator and provider of TalentMarketplace.ca (the “Site”) and the TalentMarketplace recruiting platform and related services (collectively with the Site, the “Service”), and you.
PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING OR USING THE SERVICE IN ANY WAY, COMPLETING THE ACCOUNT REGISTRATION PROCESS, AND/OR MERELY
BROWSING THE SITE, YOU REPRESENT THAT:
(a) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT;
(b) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH TALENTMARKETPLACE; AND
(c) YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT PERSONALLY OR, IF APPLICABLE, ON BEHALF OF THE COMPANY OR OTHER LEGAL ENTITY YOU REPRESENT AND TO BIND THAT COMPANY OR OTHER LEGAL ENTITY TO THIS AGREEMENT.
IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THE SERVICE IN ANY WAY.
Throughout this document, the words “TalentMarketplace,” “us,” “we,” and “our,” refer to our company, TalentMarketplace, Inc. The term “Candidate” refers to users who are personally seeking employment and/or contractor engagement opportunities through the Service. The term “Recruiting Entity” refers to an individual, company or other legal entity, as applicable, that is interested in hiring Candidates through the Service (either as employees or contractors). The term “you” or “your” refers to the individual, company or other legal entity, as applicable, that is using the Service and bound by this Agreement (including as either a Candidate or a Recruiting Entity).
2. DESCRIPTION OF SERVICE
TalentMarketplace offers an online recruiting platform that connects Candidates and Recruiting Entities through a non-binding interview request process. Throughout this Agreement, “Request(s)” refer to interview requests that Recruiting Entities may send to Candidates through the Service for the purposes of engaging with Candidates on potential employment and/or contractor opportunities. You acknowledge and agree that these Requests are non-binding and that the Service merely provides Candidates and Recruiting Entities with a platform and related tools to enable them to find and connect with one another.
TALENTMARKETPLACE DOES NOT ACT AS AN AGENT FOR THE PURPOSES OF THE REQUEST PROCESS. CANDIDATES AND RECRUITING ENTITIES ARE SOLELY RESPONSIBLE FOR ANY ISSUES ARISING FROM THEIR RESPECTIVE USE OF THE SERVICE. ANY AGREEMENTS CREATED BETWEEN A RECRUITING ENTITY AND A CANDIDATE ARE NOT BINDING UPON TALENTMARKETPLACE. WE DO NOT, IN ANY WAY, SUPERVISE, DIRECT, CONTROL OR HAVE ANY OTHER INVOLVEMENT IN THE CONTRACTUAL RELATIONSHIP FORMED BETWEEN ANY CANDIDATES AND RECRUITING ENTITIES, OR THE MANNER, MEANS OR CONDITIONS OF ANY WORK OR SERVICES TO BE PERFORMED BY CANDIDATES FOR RECRUITING ENTITIES. WE ARE NOT LIABLE FOR, OR OBLIGATED TO ENFORCE, ANY AGREEMENTS BETWEEN A RECRUITING ENTITY AND A CANDIDATE. YOU WILL NOT CONSIDER TALENTMARKETPLACE, NOR WILL TALENTMARKETPLACE BE CONSTRUED AS, A PARTY TO SUCH AGREEMENTS, WHETHER OR NOT TALENTMARKETPLACE RECEIVES SOME FORM OF REMUNERATION IN CONNECTION WITH SUCH AGREEMENTS, AND TALENTMARKETPLACE WILL NOT BE LIABLE FOR ANY COSTS OR DAMAGES ARISING OUT OF OR RELATED TO SUCH AGREEMENTS.
3. REGISTRATION AND ACCOUNT
In order to access and use the Service as either a Candidate or a Recruiting Entity, you must obtain an account (“Account”) by completing the registration
process designated by TalentMarketplace. As part of the registration process for an Account, you will be required to provide us with a range of information,
as prompted by the Account registration form. This information may include the following:
(a) For Candidates: your name, phone number, mailing address, email address, employment history, work experience, skillset, and other types information requested by TalentMarketplace; and
(b) For Recruiting Entities: your name and the name of the company or other legal entity which you represent (as applicable), phone number, mailing address, email address, company information, profiles of candidates you would like to hire, subscription and payment plan details, invoicing and payment information, and other types information requested by TalentMarketplace.
We may also allow you to use a third-party service to register an Account (such as Github, LinkedIn or Twitter for Candidates, and Angellist for Recruiting Entities). Your use of such third-party services may be subject to additional terms and conditions, as further described in Section 12 of this Agreement. We will review the information that you provide to us during the registration process and we may also review any other information about you that is publicly available.
The information provided by you during the Account registration process is subject to verification by TalentMarketplace, and we may accept or reject your Account and/or your use of the Service in our sole discretion. By creating an Account, you certify that all information you provide is complete and accurate. You agree to update your information on your Account when required or requested, and you further agree not to use another person’s account without permission. If you provide us with any information that is untrue, inaccurate, not current, or incomplete, or if TalentMarketplace has reasonable grounds to suspect that any such information is untrue, inaccurate, not current or incomplete, TalentMarketplace has the right to suspend or terminate your account and refuse any and all current or future use of the Service. You agree that you shall not have more than one account. You agree not to create an account or use the Service if you have been previously removed by TalentMarketplace.
You are responsible for maintaining the confidentiality of, and restricting access to, your Account and its associated password, and you agree to accept sole responsibility for all activities that occur under your Account or password. You agree to notify us immediately at email@example.com of any breach of security or unauthorized use of your Account or any violation of this Agreement by others of which you are aware.
4. YOUR RESPONSIBILITIES
You may access and use the Service only for lawful purposes and solely in accordance with this Agreement. Your continued access to the Service is
contingent on your agreement to act in a reasonable and responsible manner. You must not, and you must not request or authorize any other person to:
(a) engage in any activities through or in connection with the Service that seek to attempt to or do harm to any individuals or entities or are unlawful, offensive, obscene, violent, threatening, harassing, or abusive, or that violate any right of any third party;
(b) distribute, copy, license, rent, sell, publish, lease, assign or otherwise transfer the Service or any features or functionality of the Service or any content or proprietary materials of TalentMarketplace to any third party;
(c) to the maximum extent permitted by applicable law, reverse engineer, decompile, disassemble, reverse assemble, or modify any source or object code or any software or other products, services, or processes accessible through any portion of the Service;
(d) remove, alter or obscure any copyright, trademark or other intellectual property or proprietary rights notices from the Service;
(e) engage in any activity that interferes with a user’s access to the Service or the proper operation of the Service, or otherwise causes harm to the Service, TalentMarketplace, a third party or other users of the Service;
(f) interfere with or circumvent any security feature of the Service or any feature that restricts or enforces limitations on use of or access to the Service;
(g) upload invalid data, viruses, worms or other software agents through the Service;
(h) attempt to gain unauthorized access to the Service, computer systems or networks connected to the Service, through hacking, password mining, or any other means;
(j) use any robot, application or other automated means to access, copy, scrape or index any portion of the Service;
(k) access the Service through any technology or means other than those provided or authorized by the Service (access to the Service through virtual private network or proxy is expressly forbidden);
(l) use the Service or any data obtained through the Service to send any unsolicited or unauthorized advertising, solicitations, promotional materials, spam or other commercial electronic messages through the Service; or
(m) otherwise violate this Agreement or applicable law or use the Service in a way that is inconsistent with this Agreement or applicable law.
TalentMarketplace will delete or request removal of Accounts, in its sole discretion and without liability, for unacceptable or prohibited use. TalentMarketplace may choose not to give notice or explanation of such deletion or removal. TalentMarketplace also reserves the right to take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Service.
5. SPECIFIC TERMS FOR CANDIDATES
5.1 Overview of Candidate Service
The Service is free to use by Candidates. Once a Candidate has created an Account, their profile will be made available to Recruiting Entities by us through the Service. Recruiting Entities will then have an opportunity to engage with Candidates they may be interested in hiring through the Request process. A Candidate may, but is not required to, reply to or otherwise contact any Recruiting Entity that has sent a Request to such Candidate. Candidates shall not attempt to circumvent the Service by attempting to independently communicate with any Recruiting Entity using the Service. Notwithstanding the foregoing, a Recruiting Entity and a Candidate may use other means of communication as agreed upon between them after a Request has been submitted by the Recruiting Entity to such Candidate through the Service.
YOU ACKNOWLEDGE AND AGREE THAT TALENTMARKETPLACE DOES NOT INQUIRE INTO OR OTHERWISE VERIFY THE BACKGROUNDS OR ATTEMPT TO INDEPENDENTLY VERIFY THE STATEMENTS OF USERS OF THE SERVICE (INCLUDING RECRUITING ENTITIES). YOU AGREE TO CONDUCT ANY BACKGROUND CHECKS, REFERENCE CHECKS, OR OTHER DUE DILIGENCE THAT MAY BE NECESSARY OR ADVISABLE BEFORE RESPONDING TO A REQUEST OR ACCEPTING ANY OFFER FROM A RECRUITING ENTITY, AND ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR DOING SO.
5.2 Notice of Engagement
A Candidate must promptly notify TalentMarketplace through the engagement notification process designated on the Service or via email at
firstname.lastname@example.org in the event that:
(a) the Candidate accepts a Recruiting Entity’s offer of engagement as an employee, whether for an indefinite or fixed term;
(b) the Candidate accepts a Recruiting Entity’s offer to engagement as a contractor, whether for an indefinite or fixed term; or
(c) the Candidate accepts a Recruiting Entity’s employment offer within twelve (12) months after termination of their engagement as a contractor by such Recruiting Entity under (b) above, whether for an indefinite or fixed term.
The prompt notice a Candidate must provide to us following acceptance of any of the foregoing offers (each, an “Accepted Engagement”), shall include the following information: (i) the date of the offer; (ii) the start date of the engagement; (iii) the key terms of such engagement, including description of position, duration and compensation; and (iv) any other information requested by TalentMarketplace. A Candidate must provide prompt notice to us in the event any of the foregoing information is subject to change. We may require that a Candidate certify to us in writing that the information provided to us in relation to any Accepted Engagement is accurate and complete.
6. SPECIFIC TERMS FOR RECRUITING ENTITIES
6.1. Overview of Recruiting Entity Service
Once a Recruiting Entity has created an Account, the Recruiting Entity will have the opportunity to use the Service to browse the database of Candidates made available on the Site, communicate with Candidates, submit preliminary non-binding Requests and make use of other related tools and services, as described in the Pricing Plan selected by the Recruiting Entity and subject to the payment of Service Fees (as defined below).
Once a Recruiting Entity has identified or discovered a Candidate through the Service, the Recruiting Entity agrees to submit all Requests and otherwise engage with such Candidate exclusively through the Service. The Client agrees not to circumvent the Service by independently attempting to communicate and hire the Candidate through alternative means after identifying or discovering the Candidate on the Service. Notwithstanding the foregoing, a Recruiting Entity and a Candidate may use other means of communication as agreed upon between them after a Request has been submitted by the Recruiting Entity to such Candidate through the Service.
YOU ACKNOWLEDGE AND AGREE THAT TALENTMARKETPLACE DOES NOT INQUIRE INTO OR OTHERWISE VERIFY THE BACKGROUNDS OR ATTEMPT TO INDEPENDENTLY VERIFY THE STATEMENTS OF USERS OF THE SERVICE (INCLUDING CANDIDATES). YOU AGREE TO CONDUCT ANY BACKGROUND CHECKS, REFERENCE CHECKS, OR OTHER DUE DILIGENCE THAT MAY BE NECESSARY OR ADVISABLE BEFORE ISSUING ANY REQUEST OR ENGAGING ANY CANDIDATE AND ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR DOING SO.
6.2. Notice of Engagement
A Recruiting Entity must promptly notify TalentMarketplace through the engagement notification process designated through the Service or via email at email@example.com of any Accepted Engagement (as defined above). Such notice shall include the following information: (i) the date of the offer; (ii) the start date of the engagement; (iii) the key terms of such engagement, including description of position, duration and compensation; and (iv) any other information requested by TalentMarketplace. A Recruiting Entity must provide prompt notice to TalentMarketplace in the event any of the foregoing information is subject to change. We may require that a Recruiting Entity certify to us in writing that the information provided to us in relation to any Accepted Engagement is accurate and complete.
6.3. Pricing Plans
Use of the Service by Recruiting Entities is subject to the payment of fees to TalentMarketplace. When creating an Account and registering to use the
Service, Recruiting Entities are provided with one of two pricing models for the Service (the “Pricing Plans”):
(a) A pay-per-hire model, pursuant to which a Recruiting Entity pays a fee to TalentMarketplace for each Accepted Engagement facilitated through the Service within twelve (12) months of the date on which the Recruiting Entity first viewed the Candidate on the Site, which fee shall be based on a percentage of the Candidate’s salary or earnings, as further described at www.talentmarketplace.ca/pricing (the “Basic Plan”); or
(b) An annual subscription model, pursuant to which a Recruiting Entity subscribes to the Service for a fixed term in exchange for the payment of a subscription fee to TalentMarketplace, as further described at www.talentmarketplace.ca/pricing (the “Enterprise Plan”).
The Pricing Plans you select as a Recruiting Entity shall determine the scope of the Service we offer to you, the fees you are required to pay for the Service (the “Service Fee”) and other terms specific to your use of the Service, such as invoicing, payment terms, auto-renewal, cancellation terms and free trials, as set out in the description of each Pricing Plan. The terms of the Pricing Plans form part of this Agreement. TalentMarketplace reserves the right to update or amend the terms of any Pricing Plan from time to time, including the Service Fees charged under a Pricing Plan and acceptable billing methods, upon posting notice of such changes to the Site or by email notice to you. Depending on your region, Service Fees may be inclusive or exclusive of applicable taxes, as reflected in each Pricing Plan description. You acknowledge and agree that you are liable for the assessment and payment of any and all applicable taxes with respect to your payment of Service Fees. All Service Fees charged by TalentMarketplace under the Pricing Plans are in Canadian dollars and shall be paid by Recruiting Entities in Canadian dollars.
Service Fees under the Basic Plan shall be calculated in accordance with the policies and procedures adopted by TalentMarketplace, available at: www.talentmarketplace.ca/pricing, as such policies may be updated or amended by us from time to time. Such policies form part of this Agreement.
As a Recruiting Entity, you shall pay all Service Fees to TalentMarketplace for your use of the Service in accordance with the payment terms described
for the Pricing Plan applicable to you. Unless otherwise specified in a Pricing Plan or otherwise agreed to by the Parties:
(a) Service Fees under the Basic Plan are due and payable within thirty (30) days from the date indicated on each invoice as sent to a Recruiting Entity by TalentMarketplace for each Accepted Engagement; and
(b) Service Fees under the Enterprise Plan are payable on a monthly basis.
By designating a credit card or other payment method in your Account, you represent and warrant that you are authorized to use such designated payment method and you hereby authorize TalentMarketplace (or our third party payment processor) to charge your payment method for the total amount of the Service Fee. You acknowledge and agree that the amount billed and charged by TalentMarketplace may vary due to changes to your Pricing Plan, promotional discounts, applicable taxes or other charges, and you hereby authorize us (or our third party payment processor) to charge your payment method for the corresponding amount. We reserve the right to charge interest on account of late Payments at a rate of 2% per month (24% per annum).
You must maintain proper and complete information for a designated payment method in your Account at all times. If your designated payment method cannot be verified, is invalid or is otherwise not acceptable, your access to the Service and Account may be suspended or cancelled. You must resolve any problem TalentMarketplace encounters with the payment of a Service Fee to resume your access to and use of the Service. You may change or update payment information associated with your Account at any time by logging into your Account and editing your payment information.
YOU ACKNOWLEDGE AND AGREE THAT, SUBJECT TO THE TERMS OF A PRICING PLAN, SERVICE FEE PAYMENTS ARE FINAL AND PAYMENTS CANNOT BE CANCELLED OR REFUNDED. NO REFUNDS ARE AVAILABLE AS PART OF ANY SUSPENSION OR DISCONTINUATION OF THE SERVICE OR THE TERMINATION OF THIS AGREEMENT. YOUR OBLIGATION TO PAY ANY SERVICE FEES DUE HEREUNDER SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
6.5. Fee Disputes
Notwithstanding the foregoing, in the event of a Service Fee dispute under the Basic Plan, if a Recruiting Entity can demonstrate that it had engaged in an Active Process (as defined below) with a Candidate subject to an Accepted Engagement prior to viewing the Candidate’s profile on the Service (e.g., the Candidate had already begun the interview process with the Recruiting Entity and such process had not been terminated, or the Recruiting Entity had received the Candidate’s resume from an employment or recruiting agency or headhunter and the Candidate was under active consideration by the Recruiting Entity), TalentMarketplace may, in its sole and entire discretion, elect to waive the Service Fee applicable to such Accepted Engagement. TalentMarketplace shall make all final determinations as to whether or not a Service Fee is payable for an Accepted Engagement under the Basic Plan. For the purposes of this Section, the term “Active Process” shall mean: (a) a process involving continuous, direct, and two-way communications between the Recruiting Entity and the Candidate during the three (3) month period immediately prior to the Recruiting Entity viewing the Candidate’s profile through the Service, where the Recruiting Entity has not taken a decision to put the Candidate’s application on hold or reject the Candidate, and where the Recruiting Entity can demonstrate that the Candidate previously existed in the Recruiting Entity’s applicant tracking system or was submitted to the Recruiting Entity by an employment or recruiting agency.
To the extent a Recruiting Entity circumvents the Service after identifying or discovering a Candidate through our Service and subsequently hires or engages that Candidate as either an employee or contractor within twelve (12) months of the date on which the Recruiting Entity first viewed the Candidate through use of the Service, the Recruiting Entity shall be liable to pay a Service Fee equal to 40% of the 1st year base salary or contractor compensation of the Candidate and TalentMarketplace may, in its sole discretion, terminate the Recruiting Entity’s Account.
6.6. Credit Policy
TalentMarketplace values its customer’s satisfaction in using the Service to hire great Candidates. In the event that:
(a) a Recruiting Entity hires a Candidate and terminates the Candidate’s engagement based on unsatisfactory performance within ninety (90) days of their start date, or
(b) a Candidate voluntarily terminates its engagement with the Recruiting Entity within ninety (90) days of their start date, or
(c) a Candidate does not begin their engagement with a Recruiting Entity, because either the Recruiting Entity or the Candidate elects not to begin the engagement contemplated by an Accepted Engagement.
Then, upon written receipt and confirmation of such information to the satisfaction of TalentMarketplace, TalentMarketplace may allow the Recruiting Entity to hire any Candidate as a replacement using the Service at no additional charge. For greater certainty, all Service Fees paid to TalentMarketplace are nonrefundable.
6.7. Other Services
TalentMarketplace may, at its discretion, offer Recruiting Entities certain additional services relating to the Service and Site which are not comprised in a Pricing Plan, including services relating to payroll and project management. If you choose to subscribe to these additional services, you will incur additional fees and be subject to additional terms and conditions which we will disclose to you when you register for such services.
6.8. Use of Name
You acknowledge and agree that TalentMarketplace may use your name or the name of the company or entity which you represent or are employed by, as applicable, and a description of the Service provided to you in case study marketing content, lists of or references to any of TalentMarketplace’s clients on the Site or in proposals, and in other marketing materials.
7. SERVICE UPDATES
TalentMarketplace may, from time to time and in its sole discretion, develop and provide updates to the Service, which may include updates, upgrades, error corrections, and new features (collectively, the “Updates”). Updates may also modify certain features or functionalities of the Service. You acknowledge and agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionalities of the Service. You further acknowledge and agree that all Updates will become part of the Service and subject to all terms and conditions of this Agreement.
Maintenance requirements or technical difficulties may result in temporary interruptions of the Service from time to time. TalentMarketplace reserves the right to modify or temporarily discontinue features or functionalities of the Service at any time for any reason, with or without notice. You acknowledge and agree that we will not be liable to you or to any third party for any of the direct or indirect consequences of any modification, malfunction, suspension, discontinuance or interruption of the Service.
8. PROPRIETARY RIGHTS
You acknowledge and agree that the Service and all content, materials and information related thereto constitute valuable proprietary, confidential and trade secret information of TalentMarketplace. The Service is protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of Canada and other countries. By agreeing to this Agreement, you acknowledge that, as between you and TalentMarketplace, TalentMarketplace owns and retains all rights, title and interest in and to the Service, including all copyright, trademark and intellectual property rights therein, and that the only right you have is the limited right to use the Service as set forth in this Agreement. All rights in the Service not expressly granted to you are reserved by TalentMarketplace or its licensors.
9. USER CONTENT
TalentMarketplace may, in its sole discretion, edit and/or remove any User Content you provide through the Service. You are responsible for maintaining copies of any User Content provided to TalentMarketplace and we expressly disclaim any and all liability for any loss or destruction of User Content. TalentMarketplace makes no representations that it will retain any User Content or other information associated with User Content in the event that the Service (or any features or functionalities thereof) are suspended, terminated, discontinued (temporarily or permanently), or otherwise made unavailable or in the event that your use of the Service is suspended or cancelled, for any reason whatsoever.
Any User Content you provide remains your property. However, by providing any User Content to TalentMarketplace, you hereby grant us a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) licence, without additional consideration to you or any third party, to use, copy, reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify, translate and otherwise use, analyze and exploit your User Content, in any format or media now known or hereafter developed for the purposes of enabling your access to and use of the Service and for any other purpose related to provision of the Service.
You represent and warrant that you have all rights and title necessary to grant the licences granted in this section, that your User Content is complete and accurate, and that your User Content is not fraudulent, false, misleading, tortious or otherwise in violation of any applicable law or any right of any third party. TalentMarketplace may, but shall not be obligated to, review, monitor or remove User Content, in TalentMarketplace’s sole discretion and at any time for any reason, without notice to you.
You understand that when accessing and using the Service, you will be exposed to User Content from a variety of sources and users. TalentMarketplace does not monitor all of the User Content posted or transmitted by users. Furthermore, TalentMarketplace does not represent or endorse the legality, reliability, integrity, accuracy and quality of any User Content displayed, uploaded, or distributed on the Site by any user or other third party. You acknowledge that any reliance upon any such third-party User Content is at your sole risk.
10. COPYRIGHT INFRINGEMENT
We respect the intellectual property rights of others, and we expect you to do the same. Copyright owners may contact us to request the removal of any infringing content. In certain circumstances, we may terminate users of the Service who infringe the copyright or other intellectual property rights of others. If you believe that any material that can be accessed via our Service infringes a copyright that you own or control, please let us know us by contacting us at firstname.lastname@example.org.
12. THIRD PARTY SITES
The Service may contain references or hyperlinks to other sites or resources. TalentMarketplace neither controls nor endorses such other sites or resources, unless specifically stated, nor has it reviewed or approved any content that appears on such other sites or resources. You acknowledge and agree that we shall not be held responsible for the legality, reliability, integrity, accuracy or quality of any content, advertising, products, services, or information located on or through any other sites or resources, nor for any loss or damages caused or alleged to have been caused by the use of or reliance on any such content.
13. LIMITATION AND DISCLAIMER OF WARRANTIES
Some jurisdictions do not allow the exclusion or limitation of implied warranties or conditions, so the exclusion and limitations below may not apply to you.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE USE OF THE SERVICE IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND TALENTMARKETPLACE HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICE, WHETHER EXPRESS, IMPLIED, LEGAL OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.
TALENTMARKETPLACE DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICE, THAT THE FEATURES OR FUNCTIONALITIES CONTAINED IN THE SERVICE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR THAT DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED.
14. LIMITATION OF LIABILITY
Some jurisdictions do not allow the limitation of liability in some circumstances, so the limitations below may not apply to you.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TALENTMARKETPLACE OR ITS DIRECTORS, OFFICERS, AGENTS, EMPLOYEES, CONTRACTORS, LICENSORS, REPRESENTATIVES, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “TALENTMARKETPLACE PARTIES”) BE LIABLE TO YOU AND/OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, ECONOMIC, PUNITIVE OR SIMILAR DAMAGES OR LOSS OR ANY ACTUAL OR ALLEGED LOSS OF PROFITS, REVENUE, OPPORTUNITY, OVERHEAD, FIXED COSTS, DATA OR PRODUCT OR LOSS OF ANY CONTRACT OR COSTS OF RECOVERY OR ANY OTHER DAMAGES RELATED TO THIS AGREEMENT, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), VIOLATION OF STATUTE OR OTHERWISE, AND WHETHER OR NOT TALENTMARKETPLACE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TALENTMARKETPLACE’S LIABILITY HEREUNDER IS LIMITED AS FOLLOWS: (A) FOR RECRUITING ENTITIES THAT HAVE SUBSCRIBED TO THE SERVICE AND PAID SERVICE FEES TO TALENTMARKETPLACE, TO THE TOTAL SERVICE FEES PAID BY THE RECRUITING ENTITY IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE DATE ON WHICH THE CLAIM AROSE; (B) FOR ALL OTHER PARTIES, TO AN AMOUNT OF $100.
IN NO CASE SHALL TALENTMARKETPLACE BE LIABLE ANY CONTRACTS, CONTRACTUAL OBLIGATIONS OR ANY OTHER OBLIGATIONS THAT MAY ARISE BY STATUTE OR OPERATION OF LAW, RESULTING FROM ANY EMPLOYMENT OR COMMERCIAL RELATIONSHIP, WHETHER ATTEMPTED OR FORMALIZED, BETWEEN CANDIDATES AND RECRUITING ENTITIES.
You agree, at your sole expense, to indemnify, defend and hold the TalentMarketplace Parties harmless from and against any and all losses, liabilities, claims, costs, fines, and damages of any type (including legal fees) arising out of or in any way related to: (a) your use of the Service; (b) any your violation of the terms and conditions of this Agreement; or (c) any violation by you of applicable law or the rights of third parties; or (d) any action alleging that the TalentMarketplace Parties are employers or related employers of any Candidate to the extent due to any act or omission by you or your representatives or agents.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TALENTMARKETPLACE RESERVES THE RIGHT TO MODIFY THIS AGREEMENT AT ITS SOLE DISCRETION AND AT ANY TIME. IT IS YOUR RESPONSIBILITY TO REGULATORY CHECK THE SITE TO VIEW THE THEN-CURRENT AGREEMENT APPLICABLE TO YOUR ACCESS TO AND USE OF THE SERVICE.
When changes are made to this Agreement, we will make a new copy of this Agreement available on the Site. We will also update the “Last Updated” date at the top of this Agreement. If we make any material changes to this Agreement, and you have registered to use the Service, we may also notify you via email or through the Service at our discretion. Changes will be effective immediately for new users and will be effective thirty (30) days after posting notice of such changes on the Site for existing users. TalentMarketplace may require you to provide consent to the updated Agreement in a specified manner before further use of the Service is permitted. Absent such a request for you to consent to a change, your continued use of the Service constitutes your acceptance of such change. If you do not agree to any change, you must stop using the Service and, to the extent you hold a subscription with TalentMarketplace, you may rescind this Agreement and terminate your subscription, without cost, penalty or cancellation indemnity, by sending us notice to that effect no later than thirty (30) days after the change comes into force.
As a Candidate or Recruiting Entity, you may terminate your use of the Service at any time by providing notice to TalentMarketplace through your Account or by sending an email to email@example.com. TalentMarketplace reserves the right to cancel your access to all or part of the Service and your Account at any time for any reason, with or without notice to you. In particular, your access to the Service and Account will immediately and automatically terminate without notice if you violate any provision of this Agreement.
You acknowledge and agree that cancellation may result in the immediate deletion of all User Content you have submitted to TalentMarketplace and that you will not be entitled to any refunds for any Service Fees that have been paid prior to termination. You further acknowledge and agree that TalentMarketplace will not be liable to you or to any third party for any of the direct or indirect consequences of any interference with or termination of your access to the Service or your Account or deletion of your User Content. TalentMarketplace will make all decisions regarding the termination of your access and use of the Service in its sole discretion.
In the event of termination, (a) this Agreement (including all rights granted to you under this Agreement) shall terminate; (b) you must cease all access to and use of the Service; (c) you must delete all copies of the Service in your possession and control. All provisions of this Agreement which by their nature should survive termination shall survive termination, including Section 6.4 (Payments), Section 6.5 (Fee Disputes), Section 8 (Proprietary Rights), Section 11 (Confidentiality), Section 13 (Limitation and Disclaimer of Warranties), Section 14 (Limitation of Liability), Section 15 (Indemnification), Section 18 (Governing Law), Section 19 (Entire Agreement), and Section 20 (Additional Provisions).
18. GOVERNING LAW
Except where prohibited by applicable law, this Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia, without reference to conflict of laws principles, and the laws of Canada applicable in such Province, and this Agreement shall be treated, in all respects, as a British Columbia contract. Except where prohibited by applicable law, any disputes in relation to this Agreement or the use of the Service shall be brought to the courts of competent jurisdiction of the City of Vancouver, British Columbia.
19. ENTIRE AGREEMENT
This Agreement, including any terms and conditions incorporated herein and, in the case of a Recruiting Entity, any Master Services Agreement executed by you and TalentMarketplace, is the entire agreement between you and TalentMarketplace relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and TalentMarketplace relating to such subject matter. In the event of a conflict or inconsistency between this Agreement and the terms of a Master Services Agreement executed by a Recruiting Entity and TalentMarketplace, the terms of the Master Services Agreement shall prevail.
20. ADDITIONAL PROVISIONS
This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and TalentMarketplace. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. TalentMarketplace may assign, transfer or sublicense any or all of its rights or obligations under this Agreement without restriction. The failure of TalentMarketplace to act with respect to a breach of this Agreement by you or others does not constitute a waiver and shall not limit TalentMarketplace with respect to such breach or any subsequent breaches. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement shall be construed as if followed by the phrase “without limitation.” TalentMarketplace will not be responsible for any failure to fulfill any obligation due to any cause beyond its control. The parties hereto have expressly requested that this Agreement and any documents related thereto be drafted in English. Les parties aux présentes ont expressément requis que la présente convention et tous les documents y afférant soient rédigés en langue anglaise.
21. CONTACT US
Your feedback and advice about the Service and our business helps us improve. You agree that your advice or feedback is provided for free and for TalentMarketplace to use in any way it so chooses. If you have any questions about this Agreement or the Service, please contact us at firstname.lastname@example.org.
2. User Consent
3. A Note About Children
We do not intentionally gather Personal Data from visitors who are under the age of 13. If a child under 13 submits Personal Data to TalentMarketplace.ca and we learn that the Personal Data is the information of a child under 13, we will attempt to delete the information as soon as possible. If you believe that we might have any Personal Data from a child under 13, please contact us at email@example.com.
4. A Note To Users Outside Of Canada
5. Types Of Data We Collect
“Personal Data” means data that allows someone to identify or contact you, including, for example, your name, address, telephone number, e-mail address, as well as any other non-public information about you that is associated with or linked to any of the foregoing data. “Anonymous Data” means data that is not associated with or linked to your Personal Data; Anonymous Data does not, by itself, permit the identification of individual persons. We collect Personal Data and Anonymous Data, as described below. A. Information You Provide To Us
We may collect Personal Data from you, such as your first and last name, location, phone number, gender, e-mail and mailing addresses, professional title, company name, employment history, education history, personal summary, and password when you create an account to log in to our network (“Account”).
We retain information on your behalf, such as files and messages that you store using your Account.
If you provide us feedback or contact us via e-mail, we will collect your name and e-mail address, as well as any other content included in the e-mail, in order to send you a reply.
When you post content (text, images, photographs, messages, comments or any other kind of content that is not your e-mail address) on our Site, the information contained in your posting will be stored in our servers and other users will be able to see it, along with your profile photo and any other information that you choose to make public on your public profile page (“Profile”). The information that you provide in your Profile will be visible to others, including anonymous visitors to the Site.
When you post messages on the message boards of our Site, the information contained in your posting will be stored on our servers and other users will be able to see it.
When you participate in one of our surveys, we may collect additional profile information.
We also collect other types of Personal Data that you provide to us voluntarily, such as your operating system and version, product registration number, and other requested information if you contact us via e-mail regarding support for the Service.
We may also collect Personal Data at other points in our Site that state that Personal Data is being collected. B. Information You Provide To Facebook And Other Social Networking Sites
If you are not currently registered as a user of the Service, and you click on “Sign In” using Facebook, LinkedIn, GitHub, Angellist, or another SNS that we support, you will first be asked to enter your SNS credentials and then be given the option to register for the Service. In this case, we may receive information from that SNS to make it easier for you to create an Account on the Site. Any information that we collect from your SNS account may depend on the privacy settings you have with that SNS, so please consult the SNS’s privacy and data practices. C. Information Collected Via Technology
Information Collected by Our Servers. To make our Site and Service more useful to you, our servers (which may be hosted by a third party service provider) collect information from you, including your browser type, operating system, Internet Protocol (“IP”) address (a number that is automatically assigned to your computer when you use the Internet, which may vary from session to session), domain name, and/or a date/time stamp for your visit.
Pixel Tags. In addition, we use “Pixel Tags” (also referred to as clear Gifs, Web beacons, or Web bugs). Pixel Tags are tiny graphic images with a unique identifier, similar in function to cookies, that are used to track online movements of Web users. In contrast to Cookies, which are stored on a user’s computer hard drive, Pixel Tags are embedded invisibly in Web pages. Pixel Tags also allow us to send e-mail messages in a format users can read, and they tell us whether e-mails have been opened to ensure that we are sending only messages that are of interest to our users. We may use this information to reduce or eliminate messages sent to a user. We do not tie the information gathered by Pixel Tags to our users’ Personal Data.
Flash LSOs. When we post videos, third parties may use local shared objects, known as “Flash Cookies,” to store your preferences for volume control or to personalize certain video features. Flash Cookies are different from browser Cookies because of the amount and type of data and how the data is stored. Cookie management tools provided by your browser will not remove Flash Cookies. To learn how to manage privacy and storage settings for Flash Cookies, click here: http://www.macromedia.com/support/documentation/en/flashplayer/help/settings_manager07.html.
If you decide to invite a third party to create an Account, we will collect your and the third party’s names and e-mail addresses in order to send an e-mail and follow up with the third party. We rely upon you to obtain whatever consents from the third party that may be required by law to allow us to access and upload the third party’s names and e-mail addresses as required above. You or the third party may contact us at firstname.lastname@example.org to request the removal of this information from our database. Also, when you invite friends to the Service, we will access your Address Book and we will import your contacts names and phone numbers in order to facilitate the invitation. The e-mail that is sent to your friends will come from your e-mail address so that your friends know that you want to invite them to visit the Site. We do not store any passwords you provide as part of the contact import process. We also collect some settings that help us to interpret your data, such as the language and keyboard settings that you have established. E. Google Id
We allow you to use your Google ID to set up an Account. If you wish to use your Google account you are taken to the Google website to login to your account and this information is then shared with us for the sole purpose of setting up your Account. F. Information Collected From Third Party Companies
We may receive Personal and/or Anonymous Data about you from companies that provide our Service by way of a co-branded or private-labeled website or companies that offer their products and/or services on our Site. These third party companies may supply us with Personal Data. We may add this information to the information we have already collected from you via our Site in order to improve the Service we provide.
6. Use Of Your Personal Data
A. General Use
In general, Personal Data you submit to us is used either to respond to requests that you make, or to aid us in serving you better. We use your Personal Data in the following ways:
facilitate the creation of and completion of your profile on our Site;
identify you as a user in our system;
provide improved administration of our Site and Service;
provide the Service;
improve the quality of experience when you interact with our Site and Service;
send you a welcome e-mail to verify ownership of the e-mail address provided when your Account was created;
send you administrative e-mail notifications, such as information about pending job offers, security or support and maintenance advisories;
respond to your inquiries related to employment opportunities or other requests;
make telephone calls to you, from time to time, as a part of secondary fraud protection or to solicit your feedback;
send you calendar invitations; and
send newsletters, surveys, offers, and other promotional materials related to our Service and for other marketing purposes of TalentMarketplace.ca. B. User Testimonials And Feedback
We often receive testimonials and comments from users who have had positive experiences with our Service. We occasionally publish such content. When we publish this content, we may identify our users by their first and last name and may also indicate their home city. We obtain the user’s consent prior to posting his or her name along with the testimonial. We may post user feedback on the Site from time to time. We will share your feedback with your first name and last initial only. If we choose to post your first and last name along with your feedback, we will obtain your consent prior to posting you name with your feedback. If you make any comments on a blog or forum associated with your Site, you should be aware that any Personal Data you submit there can be read, collected, or used by other users of these forums, and could be used to send you unsolicited messages. We are not responsible for the personally identifiable information you choose to submit in these blogs and forums. C. Creation Of Anonymous Data
We may create Anonymous Data records from Personal Data by excluding information (such as your name) that makes the data personally identifiable to you. We use this Anonymous Data to analyze request and usage patterns so that we may enhance the content of our Service and improve Site navigation. We reserve the right to use Anonymous Data for any purpose and disclose Anonymous Data to third parties in our sole discretion.
7. Disclosure Of Your Personal Data
When you use the Service, the Personal Data you provide will be shared with the third parties that you designate to receive such information, including other websites, your friends, relatives and business associates. Depending on the type of access you grant to such third parties, they may also be permitted to edit the information you have provided to us and to designate others to access and edit such information. You may change your settings at any time as to who has access to your information by going to your account settings and changing your publishing options. B. Third Party Service Providers
We may share your Personal Data with third party service providers to: provide you with the Service that we offer you through our Site; to conduct quality assurance testing; to facilitate creation of accounts; to provide technical support; and/or to provide other services to TalentMarketplace.ca. These third party service providers are required not to use your Personal Data other than to provide the services requested by TalentMarketplace.ca. C. Affiliates
Certain portions of the information you provide to us may also be displayed in your Profile. As an essential element of the Service, most of the Personal Data you explicitly provide to us when you register or update your Profile is displayed on your Profile. In order for your Profile to be made public, you must go to your profile settings and then to profile visibility. By default, your Profile is not for public viewing. Your photos, posts, friends, and other content you post to the Site are also meant for public consumption. We may display this content on the Site and further distribute it to a wider audience through third party sites and services. Once displayed on publicly viewable web pages, that information can be collected and used by others. We cannot control who reads your postings or what other users may do with the information that you voluntarily post, so it is very important that you do not put Personal Data in your posts. Once you have posted information publicly, while you will still be able to edit and delete it on the Site, you will not be able to edit or delete such information cached, collected, and stored elsewhere by others (e.g., search engines). G. Other Disclosures
8. Third Party Websites
9. Your Choices Regarding Information
You have several choices regarding the use of information on our Service: A. Email Communications
If you decide at any time that you no longer wish to accept Cookies from our Service for any of the purposes described above, then you can instruct your browser, by changing its settings, to stop accepting Cookies or to prompt you before accepting a Cookie from the websites you visit. Consult your browser’s technical information. If you do not accept Cookies, however, you may not be able to use all portions of the Service or all functionality of the Service. If you have any questions about how to disable or modify Cookies, please let us know at the contact information provided below. C. De-linking Sns
If you decide at any time that you no longer wish to have your SNS account (e.g., Facebook) linked to your Account, then you may de-link the SNS account in the “preferences” section in your account settings. You may also manage the sharing of certain Personal Data with us when you connect with us through an SNS, such as through Facebook Connect. Please refer to the privacy settings of the SNS to determine how you may adjust our permissions and manage the interactivity between the Service and your social media account or mobile device. D. Changing Or Deleting Your Personal Data You may change any of your Personal Data in your Account by editing your profile within your Account or by sending an e-mail to us at info@TalentMarketplace.ca. You may request deletion of your Personal Data by us, and we will use commercially reasonable efforts to honor your request, but please note that we may be required to keep such information and not delete it (or to keep this information for a certain time, in which case we will comply with your deletion request only after we have fulfilled such requirements). When we delete any information, it will be deleted from the active database, but may remain in our archives. We may also retain your information for fraud or similar purposes.
10. Security Of Your Personal Data
TalentMarketplace.ca is committed to protecting the security of your Personal Data. We use a variety of industry-standard security technologies and procedures to help protect your Personal Data from unauthorized access, use, or disclosure. We also require you to enter a password to access your Account information. Please do not disclose your Account password to unauthorized people. No method of transmission over the Internet, or method of electronic storage, is 100% secure, however. Therefore, while TalentMarketplace.ca uses reasonable efforts to protect your Personal Data, TalentMarketplace.ca cannot guarantee its absolute security.
11. Accessing and Correcting your Personal Data
You have a right to request access to your Personal Data and to request a correction to it if you believe it is inaccurate. If you have submitted Personal Data to us and would like to have access to it, or if you would like to have it removed or corrected, please contact us using the contact information provided above. We will use reasonable efforts to comply with your request; however, in some cases we may not be able to allow you to access certain Personal Data in certain circumstances, for example if it contains Personal Data of other persons, or for legal reasons. In such cases, we will provide you with a reasonable explanation of why it is not possible to grant access to your Personal Data.