IMPORTANT - READ CAREFULLY:
Neither the Platform nor our Services is intended for distribution to or use in any country where such distribution or use would violate local law or would subject Vested or any user to any regulations in another country. Vested reserves the right to limit the use of the Platform in any country. You will comply with all applicable U.S. and non-U.S. export control and trade sanctions laws and not disguise your location through IP proxying or other methods.
You represent that you are of legal age to form a binding contract and are not a person barred from using this Platform under the laws of the United States or other applicable jurisdiction.
This Platform is offered and available to individuals who are:
- 13 years of age or older
- Residents of the United States of America
Vested operates the Platform, an online proprietary, automated recruiting solution, and provides services to employers seeking to fill open positions, working with the most qualified of active job-seekers and passive candidates (“Services”). These Terms apply to any user of our Platform and/or Services, including any person working on behalf of employers, companies, or other parties seeking to fill open positions (“Clients”), candidates registering with Vested or otherwise providing information (the “Candidate(s)”), and people visiting our website(s) (collectively, our “users”). Your use of the Platform, including information you provide through the Platform is subject to our [Privacy Notice] which is incorporated herein by this reference.
Registration; Information Provided through Platform
To access the Platform or some of the resources it offers, you may be asked to provide certain information. It is a condition of your use of the Platform that all the information you provide on the Platform is correct, current, and complete. You may not select or use a login of another person with the intent to impersonate that person or use a login and password in which another person has rights without prior written authorization of Vested. Failure to comply with the foregoing constitutes a breach of these Terms. You are responsible for maintaining the confidentiality of your password and acknowledge and agree that you will be responsible for all usage or activity on your account. You shall notify Vested of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password. You agree that all information you provide to or through the Platform or otherwise is governed by these Terms and the [Privacy Notice], and you consent to all actions Vested takes with respect to your information consistent with these policies. Clients, Candidates, and other users understand and agree that the Platform is a communication platform and as such, is only a “conduit” or intermediary that transmits data and information sent by individual users and other third-parties. Vested assumes no responsibility or liability for the accuracy, truthfulness, completeness, propriety, or legality of information which may be provided, directly or indirectly, through the Platform. Vested does not verify the accuracy of user information, and users rely on all information at their own risk and assume all responsibility in connection with its use of the Platform.
By using, accessing, and/or registering with the Platform, or otherwise accessing or providing information on or through the Platform, you grant Vested and its affiliates and service providers, including our Clients, and each of our and their respective licensees, successors, and assigns, the perpetual, irrevocable right and license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third-parties any such information to carry out the purpose(s) for which such information was provided and as otherwise permitted by these Terms and our Privacy Notice. In connection with these granted rights, affirmatively state and warrant that:
- You own or otherwise control all necessary rights in and to the information you post or provide, including any third-party consents relating to such information and data, and the authority to grant the rights granted above to the parties named, so that our receipt, possession, and processing of such information and data does not and will not infringe, misappropriate, or otherwise violate any intellectual property rights or any privacy or other rights of any third party or violate any applicable law, rule, or regulation;
- You are authorized to use the Platform and the Services, information, materials, and products offered on the Platform and to access the information and data that You access or obtain from the Platform and/or input or import into the Platform, including any information or data input or imported into the Platform by any person you have authorized to use the Platform;
- Your use of the Platform, including any and all posts and information submitted do and will comply with these Terms; and
- You understand and acknowledge that you are responsible for any information you submit or contribute, and you, not Vested, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
Terms of Service
Prohibited Uses and User Code of Conduct
You may only use the Platform for lawful purposes and in accordance with these Terms. Unauthorized use of the Platform is strictly prohibited. Such unauthorized use includes unauthorized access, misuse of passwords, or any activity that could damage, impair, overburden or disable use of the Platform or interfere with another party’s use of the Platform, as further detailed below. You agree not to use the Platform:
- In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries and laws concerning the infringement and/or misappropriation of patent, trademark, trade secret, copyright, or other intellectual property or other rights of any party);
- For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
- To send, knowingly receive, upload, download, use, or re-use any material that any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
- To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation;
- To impersonate or attempt to impersonate Vested, a Vested employee, a Client, another user of the Platform, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing) or deceive any party;
- For any commercial activities, promotions, advertising, or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising; or
- To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Platform, or which, as determined by us, may harm Vested or users of the Platform or expose them to liability.
Additionally, you agree not to violate or attempt to violate the security of the Platform or interfere with the proper working of the Platform or any associated computing systems or networks. You agree you will not:
- Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any user’s use or ability to engage in real time activities through the Platform, including through the use of any device, software, or routine;
- Use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform;
- Use any manual process to monitor or copy any of the material on the Platform or for any other unauthorized purpose without our prior written consent;
- Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, or any account, server, computer, or database connected to or through the Platform or access any materials other than those to which you have been given express permission to access;
- Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack or “flood” the Platform with requests or otherwise overburden, disrupt, or harm the Platform or Vested’s or any third party’s systems; or
- Upload or transmit any content, materials, documents or other information that:
- is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy rights or right of publicity, or otherwise objectionable;
- constitutes or promotes sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
- infringes upon, misappropriates, or otherwise violates any patent, trademark, copyright, moral right, or any other intellectual or industrial property rights or other rights of a third party;
- encourages criminal conduct;
- contains false, misleading, fraudulent, or deceptive claims or content;
- gives the impression that it emanates from or is endorsed by Vested or any other person or entity, if that is not the case, or impersonates or attempts to impersonate Vested, a Client or any employer, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing);
- transmits, or procures the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation; or
- contains any virus, malware, spyware, or other harmful content or code.
Finally, no user will access or use the Platform beyond the scope of the rights granted herein, including Candidates, Clients and their authorized representatives.
- You will not collect or harvest any personally identifiable information, including account names, email addresses, or content for any purpose other than the intended use of the Platform or the Services.
- You will not transfer, sell, share, or reassign the Services or access to the Platform, to any third-party or unauthorized user.
- You will not disclose the names or identities of Candidates found on Vested, outside of your recruiting department, hiring department, or company, as needed and permitted hereby.
- You will use information found on Vested such as data on users, and information on Candidate(s) for the sole purpose of recruiting, job seeking, and content consumption/sharing, as permitted by these Terms.
- You agree not to attempt to circumvent the Platform and/or the Services provided by Vested by directly reaching out to another user. This includes attempts by a Candidate to reach out directly to a Client through the Platform, and vice versa
- Clients agree not to discriminate against Candidates, users, placements, or current employees based on race, color, religion, sex, national origin, veteran status or disability.
We cannot review all material before it is posted on or to the Platform, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third-party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section. We have the right, at all times, to:
- Remove, modify, improve, or correct any content or features on the Platform for any or no reason, in our sole discretion, without prior notice.
- Take any action with respect to any user activity on, or contribution to, the Platform that we deem necessary or appropriate in our sole discretion, including for violations or suspected violations of these Terms, threats to the personal safety of users or the public, or behavior that may lead to liability for Vested.
- Terminate or suspend your access to all or part of the Platform for any violation of these Terms or for any other reason, in our discretion, including maintenance, upgrades, or to protect the security of the Platform.
- Disclose your identity or other information about you to law enforcement or any third-party to enforce our rights hereunder or the rights of a third-party, including their intellectual property rights or their right to privacy. Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through or otherwise utilizing the Platform. YOU WAIVE AND HOLD HARMLESS VESTED AND ITS AFFILIATES, CLIENTS, LICENSEES, AND SERVICE-PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
If you believe that any content on the Platform violates your copyright or other rights, please notify us through the contact information provided in Section 13 below.
Intellectual Property and Proprietary Information
The Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof) are owned by Vested, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. The Vested name, logo, and all related names, logos, product and service names, designs, and slogans are service and trademarks of Vested or its affiliates or licensors. You must not use such marks without the prior written permission of Vested. Clients’ and all other names, logos, product and service names, designs, and slogans on the Platform are the trademarks of their respective owners.
These Terms permit you to use the Platform for your business use only as described herein. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Platform, except as follows:
- Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
- You may store files that are automatically cached by your web browser for display enhancement purposes.
- You may print one copy of a reasonable number of pages of Platform content for your own personal, non-commercial use, as needed, and not for further reproduction, publication, or distribution.
- You may download and edit certain informational posts and documents for distribution consistent with the purpose of promotion and in accordance with the instructions found within the Platform.
- If we provide social media features with certain content, you may take such actions as are enabled by such features.
You must not:
- Modify copies of any materials from the Platform.
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Platform.
- Repost, access, or use for any commercial purposes, other than as expressly authorized by us, any part of the Platform or any services or materials available through the Platform.
Third Party Websites and Links
You agree to defend, indemnify, and hold harmless Vested, its licensors, affiliates, and service-providers, and its and their respective officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature, including but not limited to, reasonable legal fees, arising from or relating to any: breach of these Terms; violation of any applicable law, statute, or regulation; actual or alleged infringement or misappropriation of any third-party right; or any other professional, general, statutory, or regulatory claim whatsoever arising out of or in connection with these Terms and/or your use of the Platform, Services, information, materials, or opportunities provided through the Platform.
Disclaimer of Warranties
EXCEPT AS EXPRESSLY STATED HEREIN, THE PLATFORM AND THE SERVICES ARE PROVIDED BY VESTED WITHOUT ANY WARRANTIES OR REPRESENTATIONS ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WE DO NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS AS TO PERFORMANCE OR OTHERWISE. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOUR USE OF THE PLATFORM IS AT YOUR OWN RISK.
WE DO NOT MAKE, AND HEREBY DISCLAIM, ANY REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, ADEQUACY, COMPLETENESS OR TIMELINESS OF THE INFORMATION, MATERIALS, PRODUCTS OR SERVICES PROVIDED THROUGH THE PLATFORM, INCLUDING INFORMATION PROVIDED BY OR ON BEHALF OF A CLIENT TO A CANDIDATE AND INFORMATION PROVIDED OR ON BEHALF OF A CANDIDATE TO A CLIENT. WE DO NOT REPRESENT OR WARRANT THAT THE PLATFORM WILL BE AVAILABLE OR THAT IT WILL MEET YOUR REQUIREMENTS, THAT POSTINGS OR OPPORTUNITIES WILL BE AS DESCRIBED BY OUR CLIENTS, THAT ACCESS WILL BE UNINTERRUPTED, THAT THERE WILL NOT BE DELAYS, FAILURES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED INFORMATION, THAT NO VIRUSES OR OTHER CONTAMINATING OR DESTRUCTIVE PROPERTIES WILL BE TRANSMITTED OR THAT NO DAMAGE WILL OCCUR TO YOUR COMPUTER SYSTEM. YOU HAVE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT AND FOR UNDERTAKING REASONABLE AND APPROPRIATE PRECAUTIONS TO SCAN FOR COMPUTER VIRUSES.
YOU ACKNOWLEDGE THAT THE INTERNET IS NOT A SECURE OR WHOLLY RELIABLE SYSTEM, AND THAT SECURITY FLAWS IN HARDWARE, SOFTWARE, PROTOCOLS AND ENCRYPTION TECHNIQUES ARE CONTINUALLY BEING IDENTIFIED. YOU FURTHER ACKNOWLEDGE THAT INFORMATION TRANSMISSIONS OVER THE INTERNET ARE SUBJECT TO CONGESTION, INTERRUPTIONS, ROUTING FAILURES, DATA CORRUPTION AND OTHER ERRORS. VESTED MAKES NO WARRANTY THAT THE PLATFORM SHALL BE SECURE AGAINST MALFUNCTIONS OR ATTACKS OR SHALL BE ACCESSIBLE WITHOUT INTERRUPTION.
Limitation of Liability
VESTED SHALL NOT BE LIABLE FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGE FOR LOSS PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF VESTED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), IN CONNECTION WITH (A) YOUR USE OF THE PLATFORM, THE SERVICES, INFORMATION, MATERIALS, AND PRODUCTS OFFERED ON THE PLATFORM, OR ANY LINKED SITE OR SERVICE; (B) THE USE OR THE INABILITY TO USE THE PLATFORM OR OUR SERVICES, OR THE SERVICES, INFORMATION, MATERIALS, AND PRODUCTS OFFERED THROUGH THE PLATFORM; (C) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (D) STATEMENTS OR CONDUCT OF ANY THIRD-PARTY ON THE PLATFORM. IN NO EVENT WILL VESTED BE LIABLE TO YOU FOR ANY DAMAGES IN EXCESS OF THE FEES PAID BY YOU IN CONNECTION WITH YOUR USE OF THE PLATFORM DURING THE THREE (3) MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE. SOME STATES DO NOT ALLOW THE LIMITATION AND/OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Business Terms for Clients
Payment of Fees: Client will pay Vested the then applicable upfront, implementation, and subscription fees described in the service order, work order, or order form (“Order”) for the Services (the “Fees”), in accordance with the terms therein. Unless otherwise stated in the applicable Order, the following terms will apply:
- If Client’s use of the Services exceeds the stated service capacity on the Order or otherwise requires the payment of additional fees, Client agrees to pay such Fees within fifteen (15) days of invoice by Vested. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection and may result in immediate termination of Service.
- Vested reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of Client’s then-current service term, upon thirty (30) days prior notice to Client.
- Client must notify Vested of any disputed payments in writing to its customer support department, with sixty (60) days of the date of the applicable invoice.
- Vested may send invoices by email and Client is responsible for ensuring the email address provided remains current and active.
- Client shall be responsible for all taxes associated with Services other than U.S. taxes based on the net income of Vested.
- [If a Client has not paid fees in accordance with the terms above and has hired or subsequently hires Candidates within twelve (12) months of the date on which the Client first viewed the Candidate from Vested, the Client will pay a Success Fee equal to 25% of the first year base salary or prorated contractor compensation of the Candidate and Vested may, in its sole discretion, terminate the Client account.]
Term and Termination: Unless earlier terminated as provided below, the initial term will be for the duration set forth in the Order, and shall automatically renew for successive periods of the same duration, unless either party notifies the other of its intent to terminate not later than thirty (30) days before the end of the then-current term. In addition to any other remedies it may have, either party may also terminate the Services upon thirty (30) days’ prior written notice (or immediately by Vested in the amount of nonpayment), if the other party materially breaches any material term in the Order or in these Terms. All Fees for Services provided by Vested to Client through the effective date of termination or otherwise incurred by Vested in connection with the Services will be due and payable immediately by Client. All sections of these Terms which by their nature should survive termination will survive termination, including accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
- WAIVER OF JURY TRIAL: EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
- Force Majeure: We shall not be held liable for any delay or failure in performance of any part of the Platform by reason of any cause beyond our reasonable control, including acts of God, acts of civil or military authority, government regulations, embargoes, epidemics, war, terrorist acts, riots, fires, explosions, earthquakes, nuclear accidents, floods, hurricanes, tornadoes, major storms, strikes, power or telecommunications outages affecting facilities, or acts or omissions of vendors, suppliers or common carriers.
Copyright Vested Technology LLC 2022. All Rights Reserved
Copyright in the Platform and Services, including all code, content, visual elements, arrangements, and displays is owned by Vested Technology LLC or their respective affiliates unless otherwise indicated.
Comments and Concerns
The Platform is operated by Vested Technology LLC. All feedback, comments, requests for technical support, and other communications relating to the Platform should be communicated to us via email at [email protected] or via the other contact information below. Inquiries regarding postings, employment, or placements should be directed to the relevant staffing agency.
All feedback, comments, requests for technical support, and other communications relating to the Platform should be communicated to us via email at [email protected]