talent.io Recruitment GmbH Terms & Conditions for Clients

  1. Scope of application

1.1. talent.io Recruitment GmbH (“talent”), Waldemarstrasse 37a, 10999 Berlin, Germany operates the German website https://www.talent.io (“Website”) and the recruitment services offered on said website (“Service(s)”). The business relationship between talent and the contracting party (“Client”), including any future business relationship, is governed exclusively by these Terms and Conditions, unless supplemented and amended by specific terms or provisions relating to certain products.

1.2. talent herewith rejects any other terms and conditions of the Client. They shall not apply, unless talent explicitly agrees to such other terms and conditions in writing. The foregoing also applies if and to the extent that the scope of the Client’s terms and conditions extend beyond the scope of these Terms and Conditions.

1.3. talent may amend these Terms and Conditions after issuing a relevant notice. Such amended Terms and Conditions shall then apply exclusively to the future business relationship with the Client. Any such amendments shall be deemed as accepted by the Client, unless the Client objects in writing within six (6) weeks of announcement of the notice of amendment. talent undertakes to make the Client aware of this condition when giving notice of amendment.

 

  1. Subject of the contract

2.1. talent offers clients the opportunity to find suitable candidates (“Candidate(s)”) quickly and transparently for the following:

2.1.1 Permanent employment 

2.1.2 Freelance workers for specific projects 

talent’s services help reduce both costs and time spent on application and/or selection processes.

 

2.2. Clients are only liable to make commission payments as set out in Sections 6 and 7 below, if a Candidate is subsequently employed by the Client or a contract has been concluded between the Client and Candidate as specified in Sections 4 and 5 below.

2.3. talent has the right to offer its services to anyone, including potential competitors of the Client. Protection from competition is excluded.

2.4. talent does not carry out any background checks on Candidates or information provided by them. However, talent reserves the right to carry out such checks at any time. The Client is responsible for verifying Candidates’ skill sets, experience and references prior to offering permanent employment or project work.

 

  1. Contract conclusion

3.1. The Client creates an account on the Website. The Client’s account will be activated as soon as they click on the confirmation link in the email sent to them by talent

3.2. The Client confirms that they have provided correct, truthful, complete and up-to-date information, disclosed their true identity and that they have only created one Client account for use on the Website. The foregoing also applies when the Client has registered on the Website via third-party sites such as Github, LinkedIn or Twitter and has used the information stored on said sites. talent reserves the right to refuse access to the account and use of the site in the event of the Client having provided false, incorrect, outdated or incomplete information.

3.3. Following activation of their account by talent, the Client is able to search for suitable Candidates for permanent employment as set out in Section 4, or to create a ‘Mission’ for engaging freelance workers as set out in Section 5 below.x

 

  1. Application process and offers of permanent employment

4.1. As soon as a Candidate has created a profile and it has been activated, and possibly vetted, by talent, said Candidate is visible to all Clients looking for workers with the relevant profile. The Client is then able to invite the Candidate to initiate the application process without any legal obligation (“Invitation”). Every Invitation must include the proposed salary and, if applicable, job description. The Candidate must respond to the Invitation within a period of forty-eight (48) hours of receiving the Invitation. Every Candidate has the option of responding to more than one Invitation.

4.2. Once the Client has identified a suitable Candidate on the Website, they undertake to either communicate with said Candidate exclusively via the Website during the application process, or to provide talent with regular progress reports on the Candidate’s application at least every seven (7) days.

4.3. Any binding offers of employment the Client wishes to make to a Candidate at the end of the application process may be communicated verbally, by post or email. Whether or not the Client and Candidate enter into a contract with each other is down to these parties alone. talent does not guarantee that contracts between a Client and a Candidate will be concluded.

4.4. Upon conclusion of the contract between the Client and the Candidate, the Client is then liable for commission payments as specified in Section 6 below of these Terms and Conditions.

4.5. The application process shall be deemed complete when (i) the Client and the Candidate enter into a contract with each other, or (ii) the Client or (iii) talent declare the application process to be complete on the Website (“Completion of the Application Process”).

 

  1. Selection process and offers of project work for freelance workers

5.1. As soon as a Candidate has created a profile – it will be activated by talent once the company has received the information required under Sections 3(1)(1) and 4(3)(4) of the German Money Laundering Act (Geldwäschegesetz – GwG) and the profile has passed any possible vetting process – said Candidate will become a member of the talent Freelance Community.
 

5.2. The Client creates a ‘Mission’ (“Mission”) to indicate their wish to engage freelance workers for specific projects. Every Mission must include a description of the project, stating the daily rate offered, start date and other relevant information. talent will then select suitable Candidates from the Freelancer Community and suggest these to the Client. Once the Client has shortlisted a Candidate, they undertake to either communicate with said Candidate exclusively via the Website during the selection process, or to provide talent with regular progress reports on the Candidate’s progress in the selection process at least every seven (7) days.

5.3. Any binding offers of engagement the Client wishes to make to a freelance worker at the end of the selection process may be communicated verbally, by post or email. Whether or not the Client and Candidate enter into a contract with each other is down to these parties alone. talent does not guarantee that contracts between a Client and a Candidate will be concluded.

5.4. Upon conclusion of the contract between the Client and the Candidate, the Client is then liable for commission payments as specified in Section 7 below of these Terms and Conditions.

5.5. The selection process shall be deemed complete when (i) the Client and the freelance worker enter into a contract with each other, or (ii) the Client or (iii) talent declare the selection process to be complete on the Website (“Completion of the Selection Process”).

 

  1. Commission – recruitment of permanent staff

6.1. The Client must pay commission to talent for the recruitment of a Candidate to a permanent position.

6.2.1. The commission to be paid to talent becomes due immediately upon conclusion of a contract between the Client and Candidate. The foregoing also applies in the following events:

  1. a) The contract between the Client and the Candidate has been concluded under a condition precedent.
  2. b) The Client and the Candidate enter into a contract within twelve (12) months of Completion of the Application Process, irrespective of a concrete offer of employment having been made at the time.
  3. c) The Client introduces the Candidate to another person or company within twelve (12) months of Completion of the Application Process and the Candidate is subsequently employed by said other person/company.

6.2.2. Should the Client conclude contracts of employment with several Candidates identified by talent for a particular placement, the Client must pay a commission for each Candidate employed.

6.2.3. Commission amounts due for Candidates recruited for permanent employment:

The Client has the choice of two different models on which commission for permanent staff is based. The Client may change which model they choose with every successful recruitment.

 

1) The Client chooses to pay a one-off commission of fifteen per cent (15%) of the annual gross salary (“Fixed Annual Gross Salary”) agreed in any employment contract concluded with a Candidate recruited via talent. The term Fixed Annual Gross Salary includes the annual gross salary, the entire variable portion of the salary, all performance and annual bonuses, as well as any other benefits that make up the complete job offer. 

Even if a Client agrees on a salary with a Candidate that is below the usual market rate in return for equity or shares in the business and/or (virtual) options thereto, talent reserves the right to use the Fixed Annual Gross Salary originally offered by the Client during the application process on the Website as a substitute reference for calculating the commission due. 

a.) In the event that the contract of employment between the Client and the Candidate is terminated within three (3) months of the date of the contractually agreed start date (e.g. notice, termination agreement), the Client undertakes to notify talent accordingly within ten (10) days of the end of said contract of employment. In this case, the Client is entitled to reclaim any commission paid to talent in full, provided that

  • the Client has notified talent in writing of the termination of the contract within ten (10) days of the date of the contract ending, and
  • the contract was terminated on grounds relating to the Candidate’s person or conduct.

 

a.) In the event that the contract of employment between the Client and the Candidate is terminated within six (6) months of the date of the contractually agreed start date (e.g. notice, termination agreement), the Client undertakes to notify talent accordingly within ten (10) days of the termination of said contract of employment. In this case, the Client is entitled to reclaim fifty per cent (50%) of the commission paid to talent, provided that

  • the Client has notified talent in writing of the termination of the contract within ten (10) days of the date of the contract ending; and
  • the contract was terminated on grounds relating to the Candidate’s person or conduct.

 

The Client’s claim for repayment shall no longer be valid (in the sense of a resolutory condition) in the event that the Client or a company affiliated with the Client (as defined in Sections 15 et seqq. of the German Stock Corporation Act (AKtG)) reinstates or employs the Candidate within twelve (12) months of the date of the contract termination, or if the Candidate starts to work on a freelance basis for the Client or an affiliated company (as defined in Sections 15 et seqq. AKtG).

OR

2) The Client chooses to pay talent a monthly commission amounting to one point two per cent (1,2%) of the Fixed Annual Gross Salary, as specified in the employment contract, for a period of eighteen (18) months. The Client may only opt for this model if they issue a direct debit mandate, authorising talent to collect the monthly commission payments each following month for every month of the ongoing employment.

The Client’s payment obligation ceases with the termination of the contract in writing the month following when

  • the Client has notified talent in writing of the termination of the contract within ten (10) days of the date of the contract ending; and
  • the contract was terminated on grounds relating to the Candidate’s person or conduct.

 

6.2.4. The entitlement to reclaim part or all of the commission paid, as set out in Section 6.2.3 above is a voluntary undertaking by talent. Therefore, talent reserves the right to offer vouchers for further services up to the amount claimed. Any amounts reclaimed by the Client are due for payment within fourteen (14) days of the Client claiming a repayment from talent.

 

6.2.5. The Client undertakes to notify talent immediately once they have entered into a contract with a Candidate and of the content of said contract by providing suitable evidence. talent shall provide the Client with an online form, which the client undertakes to complete immediately. The client will use this form to state which commission model (6.2.3. 1) or 2) above) they select and all information required to process invoices and payments.

In the event that the Client fails to provide all necessary information and evidence thirty (30) days prior to the date the contractually agreed employment is due to start, talent reserves the right to use the Fixed Annual Gross Salary originally offered by the Client during the application process on the Website as a reference basis for calculating any commission due. Furthermore, commission model 6.2.3. 1) above will be applied by default.

 

6.2.6. All commission is calculated exclusive of the applicable value added tax.

6.2.7. talent will send an invoice for its services to the Client by the start of the agreed employment at the latest. The invoice amount is due immediately, at the latest by the first day of the agreed employment, and payable in full within thirty (30) days of receipt of invoice. The date on which the amount due is credited to talent’s bank account determines the timeliness of the invoice settlement. Interest shall be charged on any overdue amounts at a rate of eight per cent (8%) above the base interest rate prevailing at the time the payment became overdue. In this event, the Client has the right to provide counterevidence to prove that talent suffered no, or less, damage than claimed.

6.2.8. Offsetting with Client’s counterclaims is excluded, unless such counterclaims are either undisputed or have been declared final and absolute by a court of law in favour of the Client. The same applies to the exercise of rights of retention.

  1. Commission – recruitment of freelance workers

7.1. The Client must pay a commission for the recruitment of a freelance worker.

7.2.1. The commission to be paid to talent by the Client becomes due immediately upon conclusion of a contract between Client and Candidate and following monthly settlement of the remuneration immanent to this contract. The foregoing also applies in the following events:

  1. a) The contract between the Client and the Candidate has been concluded under a condition precedent.
  2. b) The Client and the Candidate enter into a contract within twelve (12) months of Completion of the Selection Process, irrespective of a concrete Mission having been specified at the time.
  3. c) The Client introduces the Candidate to another person or company within twelve (12) months of Completion of the Selection Process and the Candidate is subsequently engaged by said other person/company.

 

Both the Client and Candidate are obliged to disclose to talent the amounts invoiced by the Candidate to the Client for services provided.

 

7.2.2. In the event that the Client engages several Candidates identified by talent, the Client is liable to pay commission for each Candidate thus engaged.

7.2.3. Commission amounts for Candidates recruited for freelance work: The Client shall pay talent a commission of eighteen per cent (18%) of the net compensation agreed between the Candidate recruited by talent and the Client.

 

7.2.4. All commission is calculated exclusive of the applicable value added tax.

7.2.5. talent will send an invoice for its services to the Client at the end of each calendar month of the ongoing contract between Client and Candidate. The invoice amount is due immediately and payable in full within fourteen (14) days of receipt of the invoice. The date on which the amount due is credited to talent’s bank account determines the timeliness of the invoice settlement. Interest shall be charged on any overdue amounts at a rate of eight per cent (8%) above the base interest rate prevailing at the time the payment became overdue. In this event, the Client has the right to provide counterevidence to prove that talent suffered no, or less, damage than claimed.

 7.2.6. Offsetting with Client’s counterclaims is excluded, unless such counterclaims are either undisputed or have been declared final and absolute by a court of law in favour of the Client. The same applies to the exercise of the rights of retention.

 

  1. Client’s obligations

The Client undertakes to notify talent immediately if a contract of any kind whatsoever is concluded with a Candidate as a result of using talent’s services and/or Website. The Client undertakes further to disclose to talent the key terms of said contract (salary/daily rate/compensation, date of conclusion of contract etc.). The provisions above apply mutatis mutandis to (i) contracts concluded between Candidates and a company affiliated with the Client (as defined in Sections 15 et seqq. of the German Stock Corporation Act (Aktiengesetz, AktG)), (ii) new contracts concluded between Candidates and a company affiliated with the Client (as defined in Sections 15 et seqq. AktG), within twelve (12) months of the date of the end of the application/selection process as defined under Section 5.2.3. 1) above, and (iii) for Clients.

 

In the event that the Client breaches the terms of this Section 8, they are obliged to pay a one-time penalty to the amount of seven point five per cent (7.5%) of the Fixed Annual Gross Salary or of the total compensation for freelance work originally offered to the Candidate by the Client during the application/selection process on the Website. Other claims which the contractual penalty is used to offset shall however remain unaffected.

  1. Duration and termination

9.1. The Client may terminate the contract at any time without notice. talent may terminate the contract at any time with a notice period of one (1) month to the end of the calendar month.

9.2. The right to cancel the contract without notice and with immediate effect for good cause remains unaffected by the foregoing. For talent good cause constitutes:

  • the Client providing false, incorrect, outdated or incomplete information on the Website and not correcting said information when requested to do so;
  • the Client distributing or creating content that is degrading, violent, threatening, vulgar or xenophobic and that is likely to violate human dignity; or
  • the Client breaching key provisions of this contract.

 

9.3. Notice of termination must be given in writing to be effective.

9.4. As a result of termination, the Client will be denied access to the Website, either immediately or at the end of the notice period. Any payment obligations that have already arisen remain unaffected by termination, for whatever legal reason.

9.5. The Client deleting their account shall constitute termination of the contract.

 

  1. Liability of talent

10.1. talent’s liability is limited to its essential contractual obligations. Essential contractual obligations are those obligations that must be fulfilled to make performance of the contract possible in the first place and the fulfilment of which the contracting parties can ordinarily rely on.

10.2. The remainder of talent’s liability is limited to gross negligence and intent in respect of non-compliance with any of its other duties, tort, breach of contract or culpa in contrahendo.

10.3. In the event of negligence, talent‘s liability is limited to compensation amounts as were foreseeable and contract-specific at the time of conclusion of the contract, even in the event of non-compliance with essential contractual obligations.

10.4. Where talent’s liability for damages is excluded or limited, this provision also applies to the personal liability of talent’s legal representatives, employees, workers, staff or vicarious agents.

10.5. No limitations of liability shall apply in the event of injury to life, limb or health.

 

  1. Intellectual property rights

11.1. talent has the exclusive rights to all copyrights, trademark or other neighbouring/related rights to the Website that talent makes available to the Client under the provisions of this contract. These rights are unrestricted in terms of place, limited in terms of time, non-exclusive and not transferable. Talent has obtained the relevant exploitation rights for third party rights. The Client’s right of use expires in any case with the end of the term of the contract as per Section 9.1 above.

11.2. The Client may not use the Website for purposes other than those offered by talent. Neither are they permitted to activate functions on the Website not already activated, to transfer the rights of use to any third party, to allow third parties unauthorised access to the recruitment service offered by talent, or to remove, modify or conceal references to talent’s lawful neighbouring rights. Except in the cases permitted by law, the Client may not change, duplicate, decompile or translate talent’s source code.

 

  1. Third-party involvement

talent reserves the right to appoint third parties to execute and/or effect part or all of the services it agrees to provide under the terms of this contract. Any Client data will be made available to such third parties only within the designated purpose of the contractual relationship.

 

  1. Confidentiality

13.1. Both talent and the Client undertake to treat as confidential all information relating to business transactions of the other party that come to their knowledge. Both parties undertake further not to disclose to third parties any contents of this contract, in particular any services owed hereunder. In order to safeguard the interests of either one or both contracting parties, disclosure of any of the contractual terms to third parties is only permitted with the other party’s prior explicit written consent, or when doing so is required by mandatory statutory provisions. The obligations above also apply to the period after the contract has been terminated. This only exception to this obligation is information that is already in the public domain at the time of becoming known, i.e. easily accessible by any third party; information that has, upon becoming known, been made available lawfully to a contracting party by a third party that is not subject to any confidentiality obligation vis-à-vis the other party in this respect; information that must be surrendered to a statutory authority or agency upon request; and information that needs to be communicated to legal or tax advisers, or other persons bound by a professional code of confidentiality, engaged by the other party for the purpose of providing advice.

13.2. talent is entitled, however, to use the Client’s company name and identifying logo as a reference during and beyond the duration of the contract.

13.3. In the event of a culpable breach of the obligations set out in Sections 11.1 and 11.2 above, the party breaching its obligation(s) is liable to pay a penalty to be determined by the other party at its discretion or, in the event of a dispute, an amount determined by the competent court of law.

 

  1. Final provisions

If the Client is an entrepreneur, public sector corporation or public-law special fund, the place of talent’s registered office is agreed as the exclusive place of jurisdiction. The foregoing also applies if the Client has no statutory seat in Germany. These Terms and Conditions are governed by German law. In the event that a provision of these Terms and Conditions is found to be incomplete, or is or becomes unenforceable, the enforceability of the other provisions remains unaffected. In such a case, a provision shall be deemed to have been agreed which, in a permissible manner, comes closest to the intent of the contract.

 

Berlin, November, 15st 2019

 

talent.io Recruitment GmbH Terms & Conditions for Candidates

  1. Scope of application

1.1. talent.io Recruitment GmbH (“talent”), Waldemarstrasse 37a, 10999 Berlin, Germany operates the German website https://www.talent.io (“Website”) and the recruitment services offered on said Website and offline (“Service(s)”). The business relationship between talent and the contracting party searching for either a permanent position or project work (“Candidate”), including any future business relationship, is governed exclusively by these Terms and Conditions, unless supplemented and amended by specific terms or provisions relating to certain products.

1.2. talent herewith rejects any other terms and conditions of the Candidate. They shall not apply, unless talent explicitly agrees to such other terms and conditions in writing. The foregoing also applies if and to the extent that the scope of the Candidate’s terms and conditions extend beyond the scope of these Terms and Conditions.

1.3. talent may amend these Terms and Conditions after issuing a relevant notice. Such amended Terms and Conditions shall then apply exclusively to the future business relationship with the Candidate. Any such amendments will be deemed as accepted by the Candidate, unless the Candidate objects in writing within six (6) weeks of announcement of the notice of amendment. talent undertakes to make the Candidate aware of this condition when giving notice of amendment.

 

  1. Subject of the contract

2.1. talent offers the opportunity to quickly and transparently find suitable employment opportunities, either for permanent positions or freelance work. Candidates may use the services provided free of charge.

2.2. talent has the right to offer its services to anyone, including potential competitors of the Candidate. Protection from competition is excluded.

2.3. talent does not carry out any background checks on Clients or information provided by them. However, talent reserves the right to carry out such checks at any time. The Candidate is responsible for carrying out due diligence checks prior to accepting offers of permanent employment or project work.

  1. Contract conclusion

3.1. The Candidate creates an account on the Website. The Candidate’s account is activated as soon as they click on the confirmation link in the email sent to them by talent

3.2. The Candidate confirms that they have provided correct, truthful, complete and up-to-date information, disclosed their true identity and that they have only created one Candidate account for use on the Website. The foregoing also applies when the Candidate has registered on the Website via third-party sites such as Github, LinkedIn or Twitter and has used the information stored on said sites. talent reserves the right to refuse access to the account and use of the site in the event of the Candidate having provided false, incorrect, outdated or incomplete information.

3.3. The Candidate is able to create a profile once their account has been activated.

 

  1. Application process and offers of permanent employment

4.1. As soon as a Candidate has created a profile and it has been activated, and possibly vetted, by talent, said Candidate is visible to all Clients looking for workers with the relevant profile. The Candidate is then able to receive invitations from Clients to initiate the application process without any legal obligation (“Invitation”). Every Invitation must include the proposed salary and, if applicable, job description. The Candidate must respond to the Invitation within a period of forty-eight (48) hours of receiving the Invitation. Every Candidate has the option of responding to more than one Invitation.

4.2. Once a Client has identified a suitable Candidate on the Website, the Candidate undertakes to either communicate with that Client exclusively via the Website during the application process, or to provide talent with regular progress reports on their progress with that Client at least every seven (7) days.

4.3. Any binding offers of employment the Client wishes to make to a Candidate at the end of the application process may be communicated verbally, by post, fax or email. Whether or not the Client and Candidate enter into a contract with each other is down to these parties alone. talent does not guarantee that contracts between a Client and a Candidate will be concluded.

4.4. The application process shall be deemed complete when (i) the Client and the Candidate enter into a contract with each other, or (ii) the Client or (iii) talent declare the application process to be complete on the Website (“Completion of the Application Process”).

 

  1. Selection process and offers of project work for freelance workers

5.1. Freelance workers who wish to be placed by talent must create a profile and identify themselves in accordance with the provisions of Sections 3(1)(1) and 4(3)(4) of the German Money Laundering Act (Geldwäschegesetz – GwG). 

Identification must always take place before a business relationship is established or any transactions are executed. Freelance workers acting as a natural person must provide their name, place and date of birth, nationality, tax ID, address and a proof of identity. Freelance workers acting as a legal person or partnership must provide the following information: company, name or designation, legal form, registration number, registered office or principal place of business, names of the members of the representative body or legal representatives, and the company tax ID. Further the freelancer needs to provide proof of professional indemnity insurance. 

The Candidate’s account will then be activated by talent. They are now a member of the talent Freelance Community but are not visible to Clients on the Website.

5.2. The Client creates a ‘Mission’ (“Mission”) to indicate their wish to engage freelance workers for specific projects. Every Mission must include a description of the project, stating the daily or hourly rate offered, start date and other relevant information. talent will then select suitable Candidates from the Freelancer Community and suggest these to the Client on the Website.  

5.3. Any binding offers of engagement the Client wishes to make to a freelance worker at the end of the selection process may be communicated verbally, by post, fax or email. Whether or not the Client and freelance worker enter into a contract with each other is down to these parties alone. talent does not guarantee that contracts between a Client and a Candidate will be concluded.

5.4. The selection process shall be deemed complete when (i) the Client and the freelance worker enter into a contract with each other, or (ii) the Client or (iii) talent declare the selection process to be complete on the Website (“Completion of the Selection Process”).

 

  1. Commission

Candidates may use the service(s) provided by talent free of charge.

 

  1. Candidate’s obligations

The Candidate undertakes to notify talent immediately if a contract of any kind whatsoever, whether for permanent employment or freelance work, is concluded with a Client as a result of using talent’s services and/or Website. The Candidate undertakes further to disclose to talent the key terms of said contract (salary/day rate/compensation, date of conclusion of contract etc.). The provisions above apply mutatis mutandis to (i) contracts concluded between Candidates and a company affiliated with the Client (as defined in Sections 15 et seqq. of the German Stock Corporation Act (Aktiengesetz, AktG)), (ii) new contracts concluded between Candidates and a company affiliated with the Client (as defined in Sections 15 et seqq. AktG), within twelve (12) months of the date of the end of the application/selection process as defined under Section 5.2.3. 1) above, and (iii) for Clients.

 

  1. Duration and termination

8.1. The Candidate may terminate the contract at any time without notice. talent may terminate the contract at any time with a notice period of one (1) month to the end of the calendar month.

8.2. The right to cancel the contract without notice and with immediate effect for good cause remains unaffected by the foregoing. For talent good cause constitutes:

  • the Candidate providing false, incorrect, outdated or incomplete information on the Website and not correcting said information when requested to do so;
  • the Candidate failing to respond to a Client within a period of forty-eight (48) hours of receiving an Invitation from them as defined in section 4.1.;
  • the Candidate distributing or creating content that is degrading, violent, threatening, vulgar or xenophobic and that is likely to violate human dignity; or
  • the Candidate breaching key provisions of this contract.

 

8.3. Notice of termination must be given in writing to be effective.

8.4. As a result of termination, the Candidate will be denied access to the Website, either immediately or at the end of the notice period. 

8.5. The Candidate deleting their account shall constitute termination of the contract.

 

  1. Liability of talent

9.1. talent’s liability is limited to its essential contractual obligations. Essential contractual obligations are those obligations that must be fulfilled to make performance of the contract possible in the first place and the fulfilment of which the contracting parties can ordinarily rely on.

9.2. The remainder of talent’s liability is limited to gross negligence and intent in respect of non-compliance with any of its other duties, tort, breach of contract or culpa in contrahendo.

9.3. In the event of negligence, talent‘s liability is limited to compensation amounts as were foreseeable and contract-specific at the time of conclusion of the contract, even in the event of non-compliance with essential contractual obligations.

9.4. Where talent’s liability for damages is excluded or limited, this provision also applies to the personal liability of talent’s legal representatives, employees, workers, staff or vicarious agents.

9.5. No limitations of liability shall apply in the event of injury to life, limb or health.

 

  1. Intellectual property rights

10.1. talent has the exclusive rights to all copyrights, trademark or other neighbouring/related rights to the Website that talent makes available to the Candidate under the terms of this contract. These rights are unrestricted in terms of place, limited in terms of time, non-exclusive and not transferable. Talent has obtained the relevant exploitation rights for third party rights. The Candidate’s right of use expires in any case with the end of the term of the contract as per Section 8.1 above.

10.2. The Candidate may not use the Website for purposes other than those offered by talent. Nor are they permitted to activate functions on the Website not already activated, to transfer the rights of use to any third party, to allow third parties unauthorised access to the personnel recruitment service offered by talent, or to remove, modify or conceal references to talent’s lawful neighbouring rights. Except in the cases permitted by law, the Candidate may not change, duplicate, decompile or translate talent’s source code.

 

  1. Third-party involvement

talent reserves the right to appoint third parties to execute and/or effect part or all of the services it agrees to provide under the terms of this contract.  Any Candidate data will be made available to such third parties only within the designated purpose of the contractual relationship.

 

  1. Confidentiality

The Candidate undertakes to treat as confidential all information relating to Clients or talent that has come to their attention either during the course of the application/selection process or whilst working for the Client. The candidate is aware that any breach of this obligation of confidentiality may result in civil or criminal proceedings.

 

  1. Final provisions

If the Candidate is an entrepreneur or self-employed, the place of talent’s registered office is agreed as the exclusive place of jurisdiction. These Terms and Conditions are governed by German law. In the event that a provision of these Terms and Conditions is found to be incomplete, or is or becomes unenforceable, the enforceability of the other provisions remains unaffected. In such a case, a provision shall be deemed to have been agreed which, in a permissible manner, comes closest to the intent of the contract.

 

Berlin, November, 15st 2019

 

KEY POINTS OF OUR TERMS of SERVICE (“ToS”)

Only our full ToS (as set out below) have contractual value. However, in order to enable you to quickly understand our offer, we have summarised the main points:

 

Talent.io’s mission

Talent.io offers a service linking Candidates and Recruiters through the website https://www.talent.io.

Applicable terms

Terms applicable to Candidates are set out in Parts 1 and 3 of the ToS.  Terms applicable to Recruiters are set out in Parts 2 and 3 of the ToS.

An offer free of charge to Candidates and contingent on success for Recruiters

The service provided by Talent.io is free of charge to Candidates.

Access to the website www.talent.io is free of charge. Talent.io invoices service charges to a Recruiter only when the Recruiter and Candidate enter into an agreement.

 

Our service charges on a case-by-case basis

The Recruiter and the Candidate sign an employment contract: 

Talent.io shall invoice the Recruiter 15% of the Candidate’s gross annual remuneration outright, on the date on which the Candidate joins the personnel.

If you wish to optimise your cash flow, Talent.io offers you the option of paying 1.2% of the Candidate’s gross annual remuneration every month, for 18 months (instead of 15% outright). In the event of the Candidate’s departure, monthly invoicing shall be suspended in the month following Talent.io’s notification by the Recruiter (on presentation of documentary proof). In order to benefit from this option, the Recruiter is obliged to complete a direct debit mandate authorising Talent.io to automatically debit the sums due each month.

The Recruiter will be requested to transmit its invoicing preferences. In the absence of a response from the Recruiter, the option of a single payment in full on receipt of Talent.io’s invoice will be applied by default.

The Recruiter and the Candidate sign an internship agreement: 

Talent.io shall invoice £1500 plus VAT as service charges, payable in full, on the date on which the Candidate joins the personnel as an intern. In the event that, following the internship, the Candidate is recruited as an employee, Talent.io shall invoice £1500 plus VAT as additional service charges.

 

Duty of loyalty regarding information

As a Recruiter or Candidate using our website, in the event that you enter into any Agreement with a person registered on the website within a period of 12 months following your exchanges on our platform, you shall agree to inform Talent.io of the details governing the agreement and to provide a copy of it, so that service charges can be invoiced.

OUR FULL ToS

Version published on 15/11/2019

 

This document constitutes the Terms of Service of the website www.talent.io and more generally of the service provided by Talent.io UK Limited (hereinafter referred to as “Talent.io”).

It should be noted that Talent.io’s Terms of Service may be modified at any time: users are therefore invited to consult them on a regular basis.

 

BY COMPLETING THE REGISTRATION PROCESS AND CLICKING ON “I ACCEPT”, YOU ARE MAKING THE FOLLOWING DECLARATIONS:

(1) YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS OF USE; 

(2) YOU ARE OF LEGAL AGE TO ENTER A CONTRACT WITH TALENT.IO, AND (3) YOU HAVE THE AUTHORITY TO ENTER A CONTRACT IN A PERSONAL CAPACITY OR ON BEHALF OF THE COMPANY MENTIONED AT THE TIME OF YOUR REGISTRATION.

IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, YOU WILL NOT BE ABLE TO ACCESS THE SERVICE.

 

Talent.io offers a service linking Candidates and Recruiters through the website https://www.talent.io (hereinafter referred to as the “Service” and the “Website”).

“Candidate” refers to any natural or legal person which requests its registration on the Website in order to find new professional opportunities there.

“Recruiter” refers to any natural or legal person which requests its registration on the Website in order to be put in contact with Candidates.

The Candidates and the Recruiters interact on the Website by means of their Profile. 

“Profile” refers to all content (information and any file including photos, curriculum vitae, etc.) published by a Candidate or by a Recruiter in order to present itself and to interact on the Website.

“Regulations” means The Conduct of Employment Agencies and Employment Businesses Regulations 2003 (as amended).

PART 1 – PROVISIONS APPLICABLE TO THE CANDIDATE

1 – Functioning of the Service

Talent.io is a service free of charge to the Candidate which is intended to enable you to discover new professional opportunities efficiently and quickly.

After registering yourself on the Website and once your registration has been approved by Talent.io, you will be able to use and benefit from the Service.

The Service will enable you to receive Interview Requests from the Recruiter(s). An “Interview Request” is a message sent by a Recruiter to a Candidate in order to inform it of its interest in its Profile. 

Subsequently, in the event that your exchanges with the Recruiter(s) are conclusive, you will be able to enter into an Agreement with the company represented by the Recruiter. 

This “Agreement” may take the form of (i) an internship agreement, if the Candidate is a student or obtained its final diploma less than six months previously or (ii) an employment contract or, or any type of agreement intended to govern the performance of a mission by the Candidate in return for payment of remuneration.

Only the conclusion of such an Agreement shall create mutual obligations between the Candidate and the Recruiter.

2 – Registration process

 

At the time of your registration, you will be asked to create an account and to complete your Profile, by indicating your name, contract details (including email address and telephone number) your educational background, your professional experience, your skills and your remuneration expectations.

In order to ensure the reliability of the Service, you shall undertake, upon your registration (i) to provide only information about your situation which is accurate, given in good faith and up-to-date, and to provide your true identity (ii) never to hold more than one account on the Website.  We may also allow you to use a third-party service such as GitHub, LinkedIn or Twitter to register. If you do so, you confirm that the information contained in such third-party services is current and accurate and can be used for the purpose of your registration under these ToS.

 

Talent.io reserves the right to request, at any time:

  1. A document proving your identity; 
  2. In the event that you conduct business through a personal service company, a copy of that company certificate of incorporation from the register of companies at Companies House, as well as documentary proof of authority granted by the company to the natural person who carried out registration in its name.

In the event that, despite such a request, such documentary proof is not provided, Talent.io reserves the right to suspend or delete your account.

 

We will review the information you provide us with during the registration process and we may also examine any other information about you that is publicly available. It is also possible that Talent.io may call you on the number that you will have provided to it, in order to discuss your Profile, before approving your registration.

However, Talent.io reserves the right, at its sole discretion, to accept or refuse any request for registration on the website, in particular after having consulted the information about you which is freely available.

 

If your registration is accepted, you will be allowed to use our Service.

3 – Contractual freedom of the Candidate

Registration on the Website and access to the Service do not give rise to any obligation of the Candidate to accept an Interview Request or an Agreement of any kind whatsoever.

Only the conclusion of an Agreement between yourself and a Recruiter will create mutual obligations. The terms of the Agreement (remuneration offered, duration and type of mission) shall be freely discussed by the Candidate and the Recruiter, without Talent.io’s involvement in this discussion.

4 – Transparency and duty to provide information

 

As a Candidate using our Website, in the event that you enter into an Agreement with a Recruiter, you hereby accept the following:

(i) To inform Talent.io, immediately and without delay, of the date of signature of the Agreement (and to notify Talent.io of any modification),

(ii) To provide Talent.io with a copy of the agreement or confirmation of employment (letter, email) or even to draw up a document between yourself and the Recruiter specifying the main conditions of the concluded agreement (remuneration/ fees, duration, etc),

(iii) To inform Talent.io, immediately and without delay, in the event that you cease to be contractually bound by the Recruiter within Twelve (12) months following the date of signature of the employment contract, irrespective of the reason.

Where it is confirmed to us that you have been offered a role by a Recruiter following use of the Service and we then receive or obtain information within 3 months of such confirmation which indicates that you are or may not be suitable for that role, we must inform the Recruiter of that without delay to satisfy our obligations under the Regulations. We accept no responsibility for any loss that you may suffer should we have to comply with such part of the Regulations.  

If any vacancy means that you would be provided with accommodation or provided with help with travel costs (such as travel cards, travel expenses or loans), as set out more fully in the regulation 24 of the Regulations, then (i) the Recruiter is responsible for providing any such lawful accommodation and/or travel costs assistance and (ii) it must notify to us that it will provide such accommodation and/or travel costs assistance so that we can satisfy our legal obligations by providing to you the required information under the Regulations. However, Talent.io accepts no responsibility or liability where the Recruiter fails in its obligations to us. 

 

PART 2 – PROVISIONS APPLICABLE TO THE RECRUITER

1 – Registration process – functioning of the Service

 

At the time of your registration, you will be asked to create an account and to complete your Profile, by providing the following information (which will also be made available to Candidates):

      1. your company name, trading name and the nature of your business;
      2. the intended start date and intended duration of the work;
      3. the position and type of work the successful Candidate will be required to do;
      4. the location at which the successful Candidate will work and the hours of work expected of them;
      5. any relevant health and safety risks and what steps you have taken to prevent or control such risks;
      6. the experience, training and qualifications and any authorisation which you consider are necessary, or which are required by law, or by any professional body which the Candidates must possess in order to do the work; 
      7. any expenses payable by or to the successful Candidate;
      8. the minimum rate of pay and any other benefits to be offered and the intervals of payment; and
      9. the notice period that the successful Candidate must give and receive for the role to be terminated.

Registration for the Service is free.

 

In order to ensure the reliability of the Service, you shall undertake, upon your registration (i) to provide only information about your situation which is accurate, given in good faith and up-to-date, and to provide your true identity (ii) never to hold more than one account on the Website.

In order to facilitate your registration, Talent.io may suggest that you use a third-party service.

In such case, you shall undertake that all information provided to such third-party service is also accurate, given in good faith and up-to-date, in order to guarantee the reliability of the Service.

After Registration, Talent.io will conduct a review of your Profile and may request, if it considers it necessary, any document which would enable it to verify that the information entered in your Profile conforms to the reality. Failure to respond to such a request from Talent.io can justify refusal to register the Recruiter. Talent.io also reserves the right, at its sole discretion, to accept or refuse any request for registration on the Website.

After registering and completing your Profile, the Service will enable you to have access to and review Candidates’ Profiles online on the Website as well as to create one or more searches to specify the type of Candidate you are seeking. You will be able to make Interview Requests to Candidates who have caught your attention. Any Interview Request is required to include (i) the type of Agreement envisaged (internship, employment contract, service agreement) (ii) a description of the role and (iii) the remuneration proposed. These Interview Requests simply constitute an invitation to enter into dialogue, without contractual value.

The Recruiter undertakes only to communicate with the Candidate via the Website, until acceptance of an Interview Request by the Candidate.

If the Candidate is interested in the Interview Request and accepts it, a standard recruitment process begins which can include one or more interviews, whether conducted in-person or remotely.

As of such acceptance, Candidates and Recruiters will have the possibility to use other means of communication.

Only the conclusion of an Agreement between yourself and a Candidate will create mutual obligations; information must then be transmitted to Talent.io and Service Charges will be payable, in accordance with clause 3 of Part 2 of the ToS.

Finally, it is hereby stipulated that the terms of the Agreement (remuneration proposed, duration and type of role) shall be freely discussed by the Candidate and the Recruiter, without Talent.io’s involvement in this discussion.

Upon hiring the Candidate, the Recruiter shall be responsible for carrying out all formalities required in relation to the administration and with regard to the Candidate.

The Recruiter must in particular verify the nationality of the Candidate and, where necessary, ensure prior to hiring that it is in possession of a valid work permit.

The Recruiter undertakes not to use the Website to find a Candidate and subsequently to sign an Agreement independently of the Website, whether with the aim of avoiding payment of Talent.io’s Service Charges in relation to the provision of services by Talent.io or for any other reasons.

Failure to do so exposes the Recruiter to liability for payment of additional costs, as provided in clause 3 of Part 2 of the ToS. 

The Recruiter also undertakes (i) not to disclose to third parties, or publicly, the names and identities of the Candidates whose Profiles it has found during the Recruitment Process and (ii) to take the necessary physical, technical and administrative measures to protect the content obtained through the Website against loss, improper use, unauthorised access, disclosure, alteration or destruction.

2 – Recruiter’s duty to provide information

 

As a Recruiter using our Website, in the event that you enter into an Employment Contract, a Service or Sub-contracting Agreement, or an agreement of any type intended to govern the performance of a service in return for payment of remuneration, whether permanent or of a fixed term, with a Candidate, you hereby accept the following:

(i) To inform Talent.io, immediately and without delay, of the date of signature of the Agreement (and to notify Talent.io of any modification),

(ii) To provide Talent.io with a copy of the Agreement or of confirmation of employment (letter, email) or even to draw up a document between the Candidate and yourself specifying the main conditions of the agreement (remuneration, duration, etc.),

(iii) To inform Talent.io, immediately and without delay, in the event that you cease to be contractually bound by the Candidate within eighteen (18) months following the date of signature of the Agreement, irrespective of the reason.

Where it is confirmed to us that a Candidate has been successful in applying for a vacancy with you and we then receive or obtain information within 3 months of the introduction which indicates that he/she is or may not be suitable for that role, we will inform you of that without delay to satisfy our obligations under the Regulations. Talent.io accepts no responsibility for any loss that you may suffer should we have to comply with such part of the Regulations.  

If the employment terms offered to a Candidate in relation to a vacancy include that a Candidate will be provided with accommodation or provided with help with travel costs (such as travel cards, travel expenses or loans), as set out more fully in regulation 24 of the Regulations, then (i) you are responsible for providing any such lawful accommodation and/or travel costs assistance and (ii) you must notify to us the fact that you are to provide such accommodation and/or travel costs assistance so that we can satisfy our legal obligations by providing to the Candidate the required information under the Regulations. 

 

3 – Service Charges

 

By accepting the ToS, the Recruiter undertakes to pay the Service Charges where they apply, in accordance with these ToS.

Talent.io reserves the right to modify at any time its rates and invoicing methods, after having updated these ToS and having informed you by electronic mail or through the Website.

 

3.1 – Liability for Service Charges

 

Talent.io’s Service Charges will be payable in full by the Recruiter in the following cases:

  1. a) If a Candidate identified through use of our Website enters into an Agreement within twelve (12) months of its last exchange with the Recruiter on the Website;
  2. b) If the Recruiter introduces the Candidate to another individual/company, irrespective of whether it is a third-party and whether or not it is affiliated to its company, within twelve (12) months of their last exchange on the Website;
  3. c) If the Candidate introduced by the company Talent.io is not selected by the Recruiter or does not accept the Agreement proposal issued by the Recruiter and subsequently it does enter into an Agreement with the Recruiter for such role or any other role, whether through an employment contract, a service or sub-contracting agreement, an internship agreement or any agreement intended to govern the performance by the Candidate of a service in return for remuneration, within twelve (12) months following their last exchange on the Website;

 

In any case, except in a specific case as specified hereunder, Talent.io’s Service Charges shall be payable, regardless of whether a trial period is specified.

3.2 – Amount and terms of payment of Service Charges

Talent.io’s invoices are payable within 14 days of the date of the invoice, the amount being calculated according to the type of contract concluded and the options which may have been selected by the Recruiter.

3.2.1 – Conclusion of an Employment contract between Candidate and Recruiter

 

Talent.io’s Service Charges shall be calculated based on a percentage of the gross annual remuneration.

The Gross Annual Remuneration refers to the fixed gross annual remuneration, the entire variable portion of remuneration, as well as any bonus, annual premium or other advantage constituting all the components of the Candidate’s salary.

You have the possibility to choose between the two modes of payment described below:

Option 1: Single Payment – 15% of the Gross Annual Remuneration

The Recruiter shall pay a sum amounting to 15 % of the Gross Annual Remuneration specified in the employment contract(s) of the hired Candidate, on the date on which the Candidate joins the Recruiter’s personnel.

The corresponding invoice must be paid by bank transfer, in accordance with clause 3.2 of Part 2 of the ToS.

Option 2: Monthly payment – 1.2% of the Gross Annual Remuneration for 18 months

The Recruiter shall pay on a monthly basis, for a period of 18 months, Service Charges amounting to 1.2% of the Gross Annual Remuneration of the hired Candidate as at the date on which the Candidate joins the Recruiter’s personnel.

The first payment must be made by guaranteed direct debit within 14 days of the date of the Recruiter’s invoice. Each subsequent payment will be made by guaranteed direct debit, once a month, on a fixed date which has been previously agreed with Talent.io, for eighteen (18) months.

The Recruiter can only choose this option on condition that it completes a direct debit mandate, as required to set up direct debits of monthly payments. It also undertakes to inform Talent.io in the event of modification to its mailing address or bank details.

Failure to transmit the mandate will result in Service Charges being payable in full, in accordance with Option 1.

Once Talent.io is aware that an Agreement with the Candidate has been concluded, you will receive an email with a link to a questionnaire enabling you to fill in your information and invoicing choices.

When this information has been provided and the contractual documents referred to in clause 2 above have been provided, you will receive an email summarising the following items: Candidate’s Gross Annual Remuneration, invoicing option chosen, date on which the Candidate joins the Recruiter and percentage of the Gross Annual Remuneration which constitutes the Service Charges.

You are required to confirm the accuracy of this information within 7 days by clicking on the button “I confirm”, incorporated in such email. 

In the absence of a response to such email within 7 days, the above-mentioned items will be deemed accurate and confirmed by you. It will no longer be possible to modify invoicing preferences.

Finally, in the absence of a response to the questionnaire within 7 days, Talent.io will automatically issue an invoice in accordance with the information in its possession, without any possibility of further modification. By default, Service Charges shall be payable according to Option 1.

 

3.2.2 – Conclusion of an internship agreement between Candidate and Recruiter

 

In the framework of the conclusion of an internship agreement between the Candidate and the Recruiter, the amount of Service Charges shall be determined as follows:

  • Payment to Talent.io of a sum of £1500 plus VAT, at the start date of the internship agreement between the Candidate and the Recruiter;
  • Payment to Talent.io of Service Charges of £1500 plus VAT in the event that an employment contract, service or sub-contracting agreement or any other type of agreement intended to govern the performance of a service in return for remuneration is concluded within three (3) months of the end date of the internship agreement. 

3.3 – Dispute

Any disagreement by the Recruiter concerning the invoicing of Service Charges must be notified in writing to Talent.io by registered mail within eight (8) days of the date of issue of the invoice, setting out full details of any dispute. In the absence of such a notice, the Recruiter will be deemed to have accepted the invoice issued.

 

3.4 – Payment delay

Except where Option 2 has been chosen pursuant to clause 3.2.1 of Part 2 of the ToS, Talent.io’s invoices are payable within 14 days of the date of invoice.

In the absence of payment within fourteen (14) days, the sums owed will automatically and without prior formal notice give rise to monthly interest amounting to the 5% above the Bank of England base rate from time to time.

 

4 – Specific cases

4.1 – Non-disclosed conditions of the employment contract

If the Recruiter fails to inform Talent.io of the recruitment of a Candidate registered on the Website within fourteen (14) days of the earlier of the following two dates: 

– date of signature of the contract;

– date on which the Candidate joins the Recruiter’s personnel (employment contract or internship agreement) or start date of services carried out by the Candidate (service or sub-contracting agreement),

Service Charges will be invoiced in the sum of up to £20,000, such sum being payable outright, from the date on which the Candidate joins the Recruiter’s personnel.

The Recruiter also risks the suspension or deletion of its account by Talent.

 

4.3 – Candidate already known to the Recruiter

If a Recruiter can establish that it had started an Active Process (as defined below and excluding any other definition or circumstance) with the Candidate in the three months prior to the date on which the Recruiter became aware of the Profile of the Candidate concerned on the Website, the Recruiter will be exempted from payment of Talent.io’s Service Charges.

An “Active Process” consists of proof, provided by the Recruiter, of the fact:

  1. that it solicited (or was solicited by) the Candidate in the 3 months prior to the date on which the Recruiter became aware of the Profile of the Candidate concerned on the Website;
  2. that the Candidate responded positively to its solicitation (or that the Recruiter responded positively to the solicitation of the Candidate);
  3. and that a discussion was still ongoing between the Candidate and the Recruiter at the date on which the Recruiter became aware of the Profile of the Candidate concerned on the Website.

 

If none of these conditions occurred in the 3 months prior to the date on which the Recruiter became aware of the Profile of the Candidate concerned on the Website, Talent.io’s Service Charges shall be payable under the terms set out in these ToS.

The Recruiter hereby agrees that in any other case in which a Candidate is hired through the Website, Talent.io’s Service Charges shall be payable.

5 – Guarantee provided by Talent.io

 

If, in the case in which the Candidate and the Recruiter had entered into an Agreement in the form of an employment contract under clause 3.2.1 of Part 2 of the ToS, the Candidate ceased to be contractually bound to the Recruiter within three (3) months following the Candidate’s starting date, whether or not as a result of termination of a trial period, the Recruiter must contact Talent.io as soon as possible to inform it of this.

The Recruiter will then have the possibility to request from Talent.io:

– if it chose option No. 1 (single payment): a refund of Service Charges paid by it in respect of the recruitment of said Candidate;

– if it chose option No. 2 (monthly payment): the discontinuance of direct debits in the month following the date on which Talent.io is notified of the effective departure of the Candidate from the Recruiter’s personnel (without reimbursement of the Service Charges already paid).

In both of these cases, the issuance of a refund or the discontinuance of direct debits is subject to the following conditions:

 

  • Provision to Talent.io of a document confirming the Candidate’s departure from the personnel (Resignation letter, form P45);
  • That all sums payable by the Recruiter have been paid in accordance with these Terms of Service;
  • That the Recruiter notified Talent.io, in writing (registered letter or email), of the end of the employment contract within 14 days of the termination, the term “termination” referring to the date of notification of termination of the employment contract and not the last day the Candidate worked;
  • That the Candidate has not concluded with the Recruiter, one of its subsidiaries, or another company in the group, a service or sub-contracting agreement, an internship agreement or any other agreement governing the performance of a service in return for remuneration;
  • That the reason for termination is solely based on the qualifications, attributes or conduct of the Candidate;
  • That the Candidate has not been made redundant on economic grounds;
  • That the Candidate has not been made redundant due to a new orientation of the Recruiter’s internal strategy justifying new requirements for the post concerned;

 

It shall be noted that no guarantee (and in particular, no possibility of converting the Service Charges paid into a credit note) shall be offered by Talent.io in the case of premature termination of the internship agreement.

 

PART 3 – GENERAL PROVISIONS

1 – Content published by users

 

Users are hereby strictly prohibited from publishing content which does not conform to the legislation in force, including in particular (but not limited to) the following:

  • any content which may be illegal, degrading, violent, threatening, defamatory, offensive, obscene, contrary to accepted principles of morality, libellous, hateful, racist, xenophobic, antisemitic, sexist, which may amount to harassment, discrimination, which may infringe another person’s private life, human dignity, respect of personal data, confidentiality or secrecy of correspondence or which may promote illegal activity.
  • any content violating the intellectual property rights of another person;
  • any content which is incorrect or falsified, in particular in relation to users’ identities and their educational and vocational qualifications;

If Talent.io is informed or considers that a user of the Website or a content does not comply with the law or these ToS, Talent.io reserves the right to delete all or part of the Profile or the contentious content, and/or to suspend or delete the user’s account from the Website, and/or to moderate any contentious content without prior notification.

You must alert Talent.io if you consider that an Interview Request, a Profile, a message or any other visible content on the Website is patently unlawful or violates these ToS by sending a message to the following address: contact@talent.io 

 

2 – Use of the Website

You are required to use the Website without seeking to harm the Website and without exceeding the functions proposed. In particular, you hereby undertake:

  • Not to contravene the requirements, procedures, policies or regulations of third-party services used by the Website;
  • Not to copy, not to distribute and not to disclose any part of the Website by any means whatsoever;
  • Not to download, not to publish, not to transmit or disseminate media containing viruses or any other computer code, file or programme designed with the aim of interrupting, impeding or restricting the proper functioning of any software, material or other equipment relating to telecommunications;
  • Not to interfere with or impede the functioning of the Website or its servers;
  • Not to go beyond your user prerogatives, for example by attempting to use tools to which you do not have access or by erasing, adding or modifying Website content;
  • Not to imitate or usurp the identity of a Candidate, Recruiter or any other person affiliated with Talent.io;
  • Not to sell and not to transfer your account to third parties;
  • Not to disclose your password to anyone;
  • Not to employ practices which could resemble spam, or which would not be fair, such as the promotion of a website through false links, or the promotion of your own website or business by publishing advertisements in your profile.

3 – Suspension of access – Termination

3.1 – On the initiative of Talent.io

Talent.io reserves the right, in the case of non-payment by the Recruiter of one of the invoices drawn up by Talent.io, to suspend or even to delete its access to the account or to the Service, until full payment of the sums owed.

In general, in the case of a breach by a user of one of its obligations specified in these Terms of Service, Talent.io reserves the right to suspend or delete its account and its capacity to use the Service at any time, automatically and without judicial formality, after sending by electronic mail or postal service a formal notice to which there has been no response in a period of eight (8) calendar days of its receipt.

 

3.2 – On the initiative of any User

If you no longer wish to use the Website and the Service, you can at any time request the deletion of your account.

 

3.3 – Effects of termination

Termination will give rise to the immediate deletion of any content that you submitted to Talent.io, without providing the basis for any claim by the user.

Notwithstanding such termination, the provisions of these ToS, in relation to the period prior to the termination, will continue to apply.

 

4 – Talent.io’s Duties

4.1 – Accuracy of the information provided by the users

Although Talent.io thoroughly examines the content published by the users and reserves the right to screen, modify, suspend or delete without notice any account linked to a Profile containing inaccurate information, Talent.io does not guarantee the accuracy of such content and information.

More specifically, Talent.io does not guarantee under any circumstances that it will conduct any investigation into the experience claimed by the Candidates, or the information and content provided.

Talent.io cannot under any circumstances be held liable on the basis of information and content which may be found to be incorrect or unlawful.

It is therefore incumbent on the Recruiters alone, if they so wish, to carry out an investigation or to employ all reasonable endeavours to verify the attributes, experience and references of the Candidates.  

4.2 – Use of third-party services

The Website allows the publication and display of content from third party services. Talent.io bears no responsibility to the users, or to third parties, for such content.

4.3 – Absence of guarantee from Talent.io

Talent.io does not under any circumstances guarantee the conclusion of Agreements between Candidates and Recruiters.

Any exchange, and any promise to enter into an Agreement which may be signed between a Recruiter and a Candidate is the sole responsibility of these parties and excludes that of Talent.io.

More generally, Talent.io cannot be held responsible for any damage, whether direct or indirect, resulting from any communication, interaction, relation, agreement or dispute between Candidate and Recruiter. In particular, Talent.io, which is not party to the Agreement, cannot be held liable in the event of non-performance, poor performance, or termination of the Agreement by the Recruiter or the Candidate, regardless of whether or not Talent.io receives Service Charges under the Agreement.

Should a Candidate or Recruiter fail to satisfy any of your contractual or legal obligations to us, other users of the Website (including other Candidates or Recruiters), or your own clients or any other relevant person or organisation as set out, mentioned or alluded to in the ToS, we accept no responsibility or liability for any such breaches by you or any relevant breaches by us as a result (including, without limitation, relating to the Regulations, data protection, background checks on Candidates or in respect of the Agency Worker Regulations 2010, as may be applicable) and you hereby indemnify us and keep us indemnified on a continuing basis against any costs, penalties, damages, fines or other losses (including, without limitation, reasonable legal costs or loss of interest) suffered by us in connection with any such failure by you as set out above.

 

4.4 – Availability of the Service

Talent.io reserves the right for any reason whatsoever, in particular taking into consideration technical and/or computer and/or telecommunication and/or maintenance difficulties and/or constraints, and cases of force majeure, to interrupt at any time and where appropriate without notice, access to the Website, to end or modify the features of consultation of the Website, it not being possible to hold Talent.io liable for the consequences arising from such interruptions or modifications.

More generally, Talent.io reserves the right to make any modifications of any kind whatsoever to the Website’s content.

4.5 – Force majeure

Talent.io will be released from any liability if the non-performance of one or all of its obligations as specified in these ToS, results from a case of force majeure.

For the purposes of these ToS, “force majeure” is defined as any circumstance not within a party’s reasonable control including, without limitation, acts of God, flood, drought, earthquake or other natural disaster; epidemic or pandemic; terrorist attack, civil war, civil commotion or riots, war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, or breaking off of diplomatic relations; nuclear, chemical or biological contamination or sonic boom; any law or any action taken by a government or public authority, including without limitation imposing an export or import restriction, quota or prohibition; collapse of buildings, fire, explosion or accident; and any labour or trade dispute, strikes, industrial action or lockouts (other than in each case by the party seeking to rely on this clause, or companies in the same group as that party).

If the performance of the Service in accordance with these ToS or any of Talent.io’s obligations under these ToS is prevented, limited or disrupted due to a case of force majeure, Talent.io will be released from performance of the contractual obligations concerned.

 

4.6 – Status

In providing the Service under these Terms of Service we understand that we are an employment agency whilst the Service remains relevant to the Regulations but we are not an employment business. Nothing in the ToS shall render us as an employment business. We do not contract with you or the Candidates directly in respect of the work that you require Candidates to perform. We merely provide the Service and it is between you and the Candidate at your respective risk to contract with each other about any such work.  Further, nothing in these ToS shall render your or our employees or other staff as an employee, worker, agent or partner of the other and they shall not be held out as such.

5 – Legal notices

Talent.io is the owner and operator of the Website accessible at the following address https://www.talent.io and of the recruitment service provided by Talent.io on its Website.

Talent.io Club is incorporated and registered in England and Wales with company number 10015897, whose registered office is at 10 Devonshire Square, London, EC2M 4AE.

The Website is hosted by the company Heroku Inc., 650 7th Street, San Francisco, CA (Tel: +33 1 (877) 563-4311). The Heroku servers used by Talent.io are situated in the European Union. Storage of users’ personal data is provided by the company Amazon Inc., 410 Terry Avenue North, Seattle, WA which adheres to the EU-U.S Privacy Shield, in accordance with the requirements in the United Kingdom of the Information Commissioners’ Office regarding transfer of data to companies situated in the United States.

6 – Intellectual property

The Talent.io company trademark, all other trademarks, whether figurative or not, illustrations, images, texts, commentaries and logos on the Website, regardless of whether they are registered or not, the general structure of the Website, as well as software texts, still or moving images, know-how, designs, illustrations, database and any other elements of the Website are and will remain Talent.io’s exclusive property.

The same applies to any copyright, design, model and patent which are the property of Talent.io. Any reproduction in whole or in part, modification, removal or use, for any reason and on any media whatsoever, without Talent.io’s express prior agreement, is strictly prohibited.

 

7 – Hyperlinks

Hyperlinks to other third-party internet sites or third-party services may be available on the Website. Talent.io has no power of control over these internet sites or their content. The publication of links to such other internet sites does not indicate under any circumstances that Talent.io approves such sites or the contents, products or services which they propose.

8 – Personal data

By carrying out your registration, you agree to the storage, processing and use by us of the data collected on this occasion. The information about you is intended for use by Talent.io

Such data are reserved exclusively for the management of the user’s registration and commercial relationships between the user and Talent.io. None of this information will ever be transmitted to a third-party except in accordance with a court request or that of a competent government or judicial authority. Your personal data are processed in conformity with Talent.io’s privacy policy available at the address https://www.talent.io/privacy.

9 – References

Unless otherwise agreed, Talent.io can cite the name of any Recruiter registered on the Website in any document, whether in electronic or other form, as a reference.

10 – Sub-contracting

Talent.io reserves the right to freely sub-contract all or part of the services assigned to it under this Agreement.

11 – Transfer

The User expressly undertakes to refrain from assigning or transferring, whether or not in return for payment, all or part of the rights and obligations which it holds by virtue of this Agreement.

 

12 – Miscellaneous provisions

These Terms of Service of Talent.io’s Service may be modified at any time: users are therefore invited to consult them on a regular basis.

Where important or significant modifications are made to the Terms of Service of Talent.io’s Service, the page containing the ToS will be updated on the Website. If you are registered on the Website, we will also notify you by electronic mail of any modification. Any modification of the ToS will immediately come into force in relation to new users of the Website and will come into force thirty (30) days after publication of the new ToS for existing users. If you refuse the new ToS after having been notified of a modification, you will be required to stop using the Website. Failing that, your continued use of the Website will constitute acceptance of such change(s).

These ToS supersede the previous versions of Talent.io’s ToS.

The invalidity of one of the clauses of these ToS will not give rise to the invalidity of the other clauses of these ToS which will remain in force to their full extent between the parties.

The fact that Talent.io does not invoke at a given time any of the clauses of these ToS, and/or a failure by the User to fulfil any of its obligations under these ToS cannot be interpreted as a waiver by Talent.io of the right to subsequently invoke any of these clauses or contractual obligations.

Accordingly, unless formally agreed in writing by Talent.io, no specific term can take precedence over these ToS. Any contrary term raised by a User will therefore, in the absence of express acceptance, be unenforceable against Talent.io, regardless of when it may have been brought to its attention.

13 – Applicable law and election of jurisdiction

These Terms of Service are governed by the laws of England and Wales and any dispute about the validity, interpretation or termination of the Terms of Service will be subject to the exclusive jurisdiction of the courts of England