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Terms of Service of talent.io Netherlands B.V.
These Terms of Service (also “ToS”) constitute an informal English translation of the Dutch Voorwaarden talent.io. In case of inconsistency between the official Dutch Voorwaarden and these Terms of Service in English, the Dutch version shall prevail.
BY COMPLETING THE REGISTRATION PROCESS AND CLICKING ON “I ACCEPT”, YOU ARE MAKING THE FOLLOWING DECLARATIONS:
(1) YOU HAVE READ, UNDERSTOOD AND AGREED ON THESE TERMS OF SERVICE;
(2) YOU ARE OF LEGAL AGE TO ENTER A CONTRACT WITH TALENT.IO;
(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; AND
(4) YOU AND/OR THE COMPANY AS MENTIONED IN THE REGISTRATION FORM WHICH YOU REPRESENT ARE THEREFORE BOUND BY THESE TERMS OF SERVICE.
IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF SERVICE, YOU WILL NOT BE ABLE TO ACCESS THE SERVICE.
This document constitutes the Terms of Service of the website www.talent.io and more generally of the service provided by talent.io Netherlands B.V. (hereinafter referred to as “talent.io” or “Talent”).
It should be noted that talent.io’s Terms of Service may be modified at any time: Users (Candidates and Recruiters) are therefore invited to consult them on a regular basis.
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” or “Platform”).
The Candidates and the Recruiters interact on the Website by means of their Profile.
Talent.io is a service free of charge to the Candidate which is intended to enable Recruiter to discover new professional opportunities efficiently and quickly.
After registering on the Website and once registration has been approved by talent.io, the Candidate will be able to enjoy the Service.
The Service will enable the Candidate to receive interview offers from the Recruiter(s) (Interview Offer(s)). An Interview Offer is a message sent by a Recruiter to a Candidate in order to inform her/him of its interest in its Profile. Subsequently, in the event that the exchanges with the Recruiter are conclusive, the Candidate will be able to enter into an agreement with the Recruiter (the “Agreement”).
This Agreement will take the form of an employment contract.
Only the conclusion of such an Agreement shall create mutual obligations between the Candidate and the Recruiter.
At the time of registration (“Registration”), the Candidate will be asked to create an account and to complete her/his Profile, by indicating her/his name, educational background, professional experience, skills and remuneration expectations.
In order to ensure the reliability of the Service, the Candidate shall undertake, upon its Registration:
(i) to provide only information about her/his situation which is accurate, given in good faith and up-to-date, and to provide true identity, and
(ii) never to hold more than one account on the Website.
Talent.io may also allow the Candidate to use a third-party service such as GitHub, LinkedIn or Twitter to register. If the Candidate does so, she/he confirms that the information contained in such third-party services is current and accurate and can be used for the purpose of her/his registration under these ToS.
Talent.io reserves the right to request, at any time:
(i) a document proving Candidate’s identity;
(ii) in the event that the Candidate conducts business through a personal service company, a copy of that company certificate of incorporation from the relevant register of companies, 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 Candidate’s account.
Talent.io will review the information provided by the Candidate during the registration process and may also examine any other information about the Candidate that is publicly available. It is also possible that talent.io may call the Candidate on the number that she/he will have provided to it, in order to discuss her/his Profile, before approving her/his 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 the Candidate which is freely available.
If the Candidate's registration is accepted, she/he will be allowed to use the Service.
Registration on the Website and access to the Service do not give rise to any obligation of the Candidate to accept an Interview Offer or an Agreement of any kind whatsoever.
Only the conclusion of an Agreement between the Candidate 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 involvement in this discussion.
As a Candidate using the Website, in the event that the Candidate enters into an Agreement with a Recruiter, the Candidate hereby accepts 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 with 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 the Candidate ceases to be contractually bound by the Recruiter within eighteen (18) months following the date of signature of the Agreement, irrespective of the reason.
At the time of its Registration, Recruiter will be asked to create an account and to complete its Profile, by indicating in particular its name and that of its company, its business registration number, its email address, as well as additional information concerning the company and its search.
In order to ensure the reliability of the Service, Recruiter shall undertake, upon its registration (i) to provide only information about its situation which is accurate, given in good faith and up-to-date, (ii) to provide its true identity, and (iii) never to hold more than one account on the Website.
If the Recruiter is registering under the identity of a legal person, it must have the authority to do so.
After Registration, talent.io will conduct a review of the Recruiter’s Profile and may request, if it considers it necessary, any document which would enable it to verify that the information entered in the 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 the Profile, the Service will enable Recruiter to have access to and review Candidates’ Profiles online on the Website. Recruiter will be able to make Interview Offers to Candidates who have caught its attention.
Any Interview Offer is required to include:
(i) the type of Agreement envisaged, i.e. employment contract
(ii) a description of the mission, and
(iii) the remuneration proposed.
These Interview Offers simply constitute an invitation to enter into dialogue, without contractual value.
The Recruiter undertakes to solely communicate with the Candidate via the Website, until acceptance of an Interview Offer by the Candidate.
If the Candidate is interested in the Interview Offer 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 the Recruiter and a Candidate will create mutual obligations. Information must then be transmitted to talent.io.
Finally, it is hereby stipulated that the terms of the Agreement (remuneration proposed, duration and type of mission) shall be freely discussed by the Candidate and the Recruiter, without talent.io 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 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 Fees 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 Article 3 of the 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, unauthorized access, disclosure, alteration or destruction.
in the event that Recruiter enters an Agreement with a Candidate, it accepts 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 with the Candidate specifying the main conditions of the Agreement (remuneration, duration, etc.),
(iii) to inform talent.io, immediately and without delay, in the event that it ceases to be contractually bound by the Candidate within eighteen (18) months following the date of signature of the Agreement, irrespective of the reason.
By accepting the ToS, the Recruiter undertakes to pay the Service Fees 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 Recruiter by electronic mail.
Talent.io’s Service Fees will be payable in full by the Recruiter in the following cases:
(i) if it enters into an Agreement with a Candidate identified through use of the Website within twelve (12) months of its last exchange with her/him;
(ii) if it introduces the Candidate to another individual/company, irrespective of whether it is a third-party and whether or not it is affiliated, within twelve (12) months of their last exchange on the Website;
(iii) if a Candidate introduced by talent.io is not selected by the Recruiter or does not accept an Agreement proposal, and subsequently enters into business relations with the Recruiter for such mission or any other mission, whether through an employment contract, a service or subcontracting 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 Fees shall be payable, regardless of whether a trial period is specified.
In the particular case of Recruiter using providers (“Providers”) to use the talent.io Service, it is agreed that these Providers may only use the Service for the needs of the Recruiter for whom they are acting. It is also agreed that the Recruiter acts as the person responsible for the acts of the Provider.
In particular, the following are considered as Providers (non-exhaustive list): RPO, Consultants, or any type of external subcontractor, based on the Recruiter's site or outside.
In the event that a Provider uses the Service for the purposes of another person/company, whether or not affiliated with the Provider's business, or transmits to another person/company, whether or not affiliated with the Provider's business, any of the following confidential information (but not limited to):
-any information relating to Candidates, natural or legal persons, seeking new professional opportunities obtained via the Site and/or the Service;
-any candidate profile and/or resume obtained through the Site and/or the Service;
-any information obtained relating to a Candidate in the course of an exchange with the Candidate via the Site.
The Recruiter shall pay to talent.io the lump sum of €50,000 exclusive of tax as damages, without prejudice to any other action that may be brought by talent.io against the Recruiter, and any damages and compensation under the ToS.
The Providers shall also be systematically subject to the signature of a non disclosure agreement (NDA) before any access to the Site. This NDA is drafted by talent.io and constitutes an agreement between the Provider, a natural person, and talent.io.
Talent.io’s invoices are payable upon receipt, the amount being calculated according to the type of contract concluded and the options which may have been selected by the Recruiter.
Any disagreement by the Recruiter concerning the invoicing of Service Fees must be the subject of a letter setting out the reasons and sent to talent.io by registered mail with acknowledgement of receipt within eight (8) days of the date of issue of the invoice.
In the absence of such a letter, the Recruiter will be deemed to have accepted the invoice issued.
Although registering to the Website is free, Talent.io Service is a fee based service. Consequently, to benefit from Talent.io Service, Recruiter may sign-up either for a subscription, or on a case by case basis.
If the Recruiter does not sign-up for a subscription, talent.io’s Service Fees are fixed amounts, regardless of the Candidate’s salary. Recruiter has the possibility to choose between the two modes of payment described below:
(i) Option 1: Outright payment - €7,000 before taxes
The Recruiter shall pay, outright, a sum of €7,000 before taxes on the date on which the Candidate joins the Recruiter’s personnel.
If the invoice is not received on that date, it must be paid by bank transfer on receipt.
(ii) Option 2: Monthly installments - €560 before taxes per month for 18 months
The Recruiter shall pay on a monthly basis, for a period of 18 months, Service Fees of €560 before taxes.
The first payment must be made by guaranteed direct debit on the date on which the Candidate joins the Recruiter’s personnel. Each subsequent payment will be made by guaranteed direct debit, once a month, on a fixed date which has been previously defined by 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.
The direct debit mandate may only be canceled in the event that the Candidate ceases to be contractually bound to the Recruiter.
Failure to transmit the mandate will result in Service Fees being payable outright, in accordance with option 1.
Once talent.io is aware that an Agreement with the Candidate has been concluded, Recruiter will receive an email with a link to a questionnaire enabling Recruiter to fill in its information and invoicing choices.
When this information has been provided and the contractual documents referred to in Article 2 of Part 2 of the ToS have been provided, Recruiter will receive an email summarizing the following items: Candidate’s gross annual remuneration, invoicing option chosen, date on which the Candidate joins the personnel and amount of talent.io’s Service Fees.
Recruiter is 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 the Recruiter. 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 Fees shall be payable according to option 1, outright.
The number of individuals who are authorized to access the Website within the Recruiter’s organization (“Authorized users”) is restricted to the number set out in the Purchase Order.
The recruitment of Candidates must be performed by or on behalf of, and with, the Recruiter.
Each user uses her/his access. Accesses are not transferable, nor sublicensable, except for Providers, under the conditions of article 3.1 above.
In the event of a breach of any of the provisions of present clause, the Recruiter will be liable to talent.io for an immediately due and payable penalty of €20,000 (twenty thousand euros) per licence transferred or sublicensed, without prejudice to any other rights provided for by law or under the Service agreement, such as the right to an injunction or the right to claim damages in lieu of this penalty.
If the Recruiter fails to inform talent.io of the recruitment of a Candidate registered on the Website within fourteen (14) days of the first of the following two dates:
Service Fees will be invoiced in the sum of up to €20,000 (twenty thousand euros) before taxes, 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.io.
If a Recruiter can establish that it has started an active process (“Active Process” - as defined below and excluding any other definition or circumstance) with 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, the Recruiter will be exempted from payment of talent.io’s Service Fees.
An Active Process consists of proof, provided by the Recruiter, of the fact:
(i) 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;
(ii) that the Candidate responded positively to its solicitation (or that the Recruiter responded positively to the solicitation of the Candidate); and
(iii) 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 one of these conditions (1, 2, 3) is lacking or did not occur 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 Fees shall be payable under the terms set out in these ToS.
The Recruiter hereby recognises that in any other case in which a Candidate is hired through the Website, talent.io’s Service Fees shall be payable.
If, in the case in which the Candidate and the Recruiter had entered into an Agreement, the Candidate ceased to be contractually bound to the Recruiter within 3 months after 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:
(i) if it chose option No. 1 (payment outright): a credit (“Credit”) applicable to future Service Fees, valid for 12 months from the last day the Candidate worked within the 3 months period above mentioned, of an amount equivalent to the total of the Service Fees paid for the recruitment of said Candidate (amount before taxes). In the absence of a recruitment within these 12 months, the Credit will be lost and will not under any circumstances give rise to reimbursement of the Recruiter;
(ii) if it chose option No. 2 (monthly installments): the discontinuance of direct debits in the month following the date on which the Candidate actually ceases to form part of the Recruiter’s personnel, provided that talent.io was given notice thereof prior to that date (without any refund of the Service Fees already paid or any proportional adjustment). If talent.io is notified after the date on which the Candidate actually ceases to form part of the Recruiter’s personnel, the issued invoices will remain due and payable.
In both of these cases, the issuance of a Credit or the discontinuance of direct debits is subject to the following conditions:
Likewise, no discount or suspension of the payment schedule will be granted if a Candidate who is still contractually bound to the Recruiter goes on leave (sick leave, sabbatical or parental leave, etc.).
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:
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.
Recruiter is invited to alert talent.io if it considers that an Interview Offer, 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: firstname.lastname@example.org
Users are required to use the Website without exceeding the functions proposed. In particular, they hereby undertakes:
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 an 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.
If User no longer wishes to use the Website and the Service, User can at any time request the deletion of its account.
Termination will give rise to the immediate deletion of any content that User 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.
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 endeavors to verify the attributes, experience and references of the Candidates.
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.
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 Fees under the Agreement.
The Candidate shall bear sole responsibility for any damage it may cause to the Recruiter in the course of performance of its mission in virtue of the concluded Agreement. Where applicable, the Recruiter may ask the Candidate to contract with an insurance company known to be solvent in order to cover any damage which it may cause in the framework of performance of its mission.
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.
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.
Force majeure is defined as an unforeseeable and/or irresistible event which is outside the influence of talent.io (such as e.g. a failure of the host, strike, lock-out, official order, sanitary crisis).
If the rendering of the Service under ToS or obligation incumbent upon talent.io is prevented, restricted or interrupted due to force majeure, then talent.io is released from the fulfillment of the corresponding contractual obligations.
Talent.io is the owner and operator of the Website accessible at the following address https://www.talent.io.
talent.io Netherlands B.V. is a Dutch company with its headquarters in Spaces, Vijzelstraat 68-78, 1017 HL Amsterdam, registered under n°72570199 / VAT : 859156862B01. Its director is Nicolas Meunier, and can be contacted on email@example.com
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. Talent.io undertakes to comply with the French requirements of the Commission Nationale de l'Informatique et des Libertés (CNIL) regarding the transfer of data to companies established in the United States.
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.
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.
By carrying out registration, Users agree to the storage, processing and use by talent.io of the data collected on this occasion. The information about Users is intended for use by talent.io.
Unless agreed otherwise, talent.io may indicate the name of the Recruiter (as well as logo and other commercial attributes if applicable) on documents, electronically or in other formats, for reference purposes.
Talent.io reserves the right to freely subcontract all or part of the services assigned to it under these ToS.
The User expressly undertakes to refrain from transferring, whether or not in return for payment, all or part of the rights and obligations which it holds by virtue of these ToS.
These Terms of 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 these Terms of Service, the page will be updated on the Website. If Recruiter is registered on the Website, talent.io will also notify it 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 Recruiter refuses the new ToS after having been notified of a modification, Recruiter will be required to stop using the Website. Failing that, Recruiter continued use of the Website will constitute acceptance of such change(s).
These ToS supersede the previous versions.
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 fulfill 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.
The present Terms of Service are subject to the law of the Netherlands. All disputes about its existence, its validity, interpretation or ending are subject to the exclusive competence of the Tribunal within the jurisdiction of the registered office of talent.io Netherlands B.V.