Talent One - Terms of Service

Last Updated: April 09, 2025

1. Introduction

Welcome to Talent One Capital Partners Inc., doing business as Talent One (“Talent One,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern your (“you” or “User”) access to and use of our website at www.thetalentone.com, our job application platform, SMS messaging program, candidate screening tools, and all related employment services (collectively, the “Service”).

These Terms apply to:

Clients: Employers and organizations seeking to fill temporary, temp-to-perm, 1099 independent contractor, or direct-hire positions (“Client” or “Clients”).
Candidates: Individuals seeking job opportunities, whether as W-2 employees of Talent One on temporary assignments, 1099 independent contractors, or direct hires with Clients (“Candidate” or “Candidates”).

By using the Service in any manner, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, you may not use the Service.

2. Eligibility

You must be at least 18 years old to use this Service.

You must have the legal capacity to form a binding contract under applicable law.

If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

3. Description of Service

Talent One provides staffing and recruitment solutions, including:

W-2 Temporary Staffing: We serve as the employer of record for Candidates assigned to Clients on a temporary or temp-to-perm basis. We handle payroll, taxes, workers’ compensation, and other statutory employer obligations. The Client supervises the assigned employee’s daily work and ensures a safe, compliant workplace.
Direct Hire (Permanent Placement): We introduce Candidates to Clients for direct (permanent) roles. Upon hiring, the Candidate becomes the Client’s employee exclusively; Talent One has no continuing employer obligations beyond any contractual placement guarantee.
1099 Independent Contractor Engagements: We introduce Clients to independent contractors (1099). The Client and contractor directly agree on terms. Talent One is not the employer of the contractor and disclaims any joint employment relationship for 1099 placements.
Job Application Facilitation: Candidates can submit résumés, applications, and supporting documents. Clients can post job listings or request candidate searches.
SMS Messaging Program: Candidates may opt in to receive automated text alerts regarding new job opportunities, assignment updates, or special promotions (see Section 14).
Background Check Facilitation: We may, upon request, coordinate background checks on Candidates for Clients, but Clients remain responsible for verifying candidate suitability.

Role Clarification

W-2 Temporary Placements: Talent One is the employer of record. We issue paychecks, withhold taxes, provide workers’ compensation, and comply with wage and hour laws. However, the Client controls day-to-day supervision, safety, and onsite conduct.

Direct Hire: The Candidate is solely employed by the Client as of the start date. Talent One disclaims any continued employer relationship unless otherwise agreed in writing.

1099 Contractors: Talent One merely introduces the contractor. The Client is responsible for ensuring compliance with contractor classification rules (taxes, labor regulations). No co-employment is intended between Talent One and the contractor.

4. User Accounts

Some features require creating an Account. By creating an Account, you agree to:

Provide accurate, complete, and updated information.
Maintain the confidentiality of your login credentials.
Assume responsibility for all activities under your Account. Talent One may suspend or terminate Accounts for unauthorized access, misrepresentation, or violation of these Terms.

5. Non-Circumvention (Client Hiring of Candidates)

To protect our business model, Clients agree not to circumvent Talent One’s placement process:

Non-Circumvention Period: If Talent One presents a Candidate to the Client (including by sending a résumé, introducing them via interview, or otherwise facilitating contact), the Client agrees not to hire, engage, or contract with that Candidate (directly or indirectly) within 12 months of the most recent introduction date, except through Talent One.

Fee Payment: If the Client hires or engages (including as a permanent employee, 1099 contractor, or via a third party) any Candidate presented by Talent One within 12 months, the Client must promptly pay the full placement fee set forth in Talent One’s then-current fee schedule (or as indicated in the relevant service agreement). This applies even if the Candidate is hired by a Client’s affiliate or referred to a third party who hires them.

Legal & Collection Costs: If the Client violates this Section, the Client is responsible for all attorneys’ fees, court costs, and related expenses that Talent One incurs to enforce its rights and collect the fee, in addition to any agreed liquidated damages or the standard placement fee.

6. Client Responsibilities

Timely Payment: Clients must pay all invoices on time. Late payments incur a 1.5% monthly finance charge. If payment is overdue by 30 days or more, Talent One may terminate or suspend services without liability.

Safe Workplace & Compliance: The Client shall provide a lawful, non-discriminatory, and safe workplace, complying with all applicable employment laws (e.g., OSHA, EEO, wage/hour). The Client must supervise, train, and direct assigned employees/contractors consistent with legal standards.

Insurance: Clients shall maintain adequate general liability insurance to cover potential claims or losses arising from the Client’s premises, supervision, or business operations.

Performance Issues: If a placed Candidate (temp or direct hire) is underperforming or engages in misconduct, the Client must notify Talent One in writing within five (5) business days. Talent One reserves the right to investigate, coach, replace, or terminate the employee’s assignment as appropriate.

Temp Assignment Hours & Notice:

Full-Time Expectation: Unless otherwise agreed, W-2 temporary assignments are typically 37.5–40 hours/week. If a Client requests the employee to report to work, the Client will be billed for a minimum of 4 hours that day, even if the employee is released earlier.
Assignment Termination: For convenience terminations, the Client should give at least one (1) week’s notice to Talent One whenever feasible. Immediate termination for cause requires documented reasons and prompt notice to Talent One. If the Client fails to provide the requested notice, Talent One may bill the Client for up to one week of scheduled hours as a short-notice fee.

7. Candidate Responsibilities

Accurate Information: Candidates must submit truthful, up-to-date résumés, references, and background details. Any misrepresentation can result in Account termination or legal consequences.

Compliance with Workplace Policies: Candidates agree to follow the Client’s lawful rules and Talent One’s guidelines (for W-2 employees).

Timekeeping & Communication: If placed as a W-2 employee, the Candidate must use the timekeeping system designated by Talent One or the Client and promptly report hours worked, absences, or workplace issues.

Notice If Leaving: Candidates on temporary assignments should provide 2 weeks’ notice (if possible) before quitting an assignment, so Talent One can inform the Client and potentially arrange a replacement. Abrupt departure may affect future placements.

Benefits: W-2 temporary employees receive benefits only if required by law or explicitly agreed in writing. Direct hires receive benefits from the Client, not Talent One.

8. Liability for Candidate Misrepresentation or Client Workplace Conditions

Candidate Misrepresentation: Talent One does not guarantee or warrant the accuracy of any Candidate-provided data. Clients must perform their own due diligence on qualifications, references, and history. Talent One disclaims liability for any losses arising from a Candidate’s misrepresentation, misconduct, negligence, or inability to perform.

Client Workplace Conditions: Talent One is not responsible for the safety, discrimination, wage/hour violations, or other conditions at the Client’s worksite. Clients remain solely liable for workplace compliance and assume all risks associated with their premises and supervision of Candidates.

9. 60-Day Replacement Guarantee (Permanent Placements)

For direct-hire (permanent) roles:

Guarantee Duration: If a placed Candidate’s employment ends within 60 days of the start date due to the Candidate’s performance or conduct, Talent One will, at its discretion, provide a one-time replacement search for the same position at no additional fee.

Exclusions: This guarantee does not apply if the Candidate’s departure is due to:

Layoffs, position elimination, or changes in Client’s business needs.
Organizational restructuring or budget cuts unrelated to performance.
Lack of work or any reason not attributed to the Candidate’s conduct/fit.

Conditions:

The Client must have paid all invoices (including the placement fee) on time and in full.
The Client must notify Talent One in writing within five (5) business days of the Candidate’s last day and provide documentation of performance issues and good-faith onboarding efforts.
The guarantee is limited to one (1) replacement. If the replacement hire also departs, no additional free replacements apply.

Sole Remedy: The 60-day replacement guarantee is the Client’s exclusive remedy. Talent One does not offer refunds unless explicitly stated in writing and is not responsible for any other damages or costs resulting from a placement that ends early.

10. Indemnification

10.1 Client Indemnification

Clients shall indemnify, defend, and hold Talent One (including our officers, directors, employees, and agents) harmless from any and all claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising out of or relating to:

(a) The Client’s negligence, willful misconduct, or violation of law (e.g., EEO, wage/hour, safety) in supervising or directing the Candidate (whether W-2 temp or otherwise).

(b) Any claim alleging joint employment based on the Client’s conduct or workplace practices, or any claim arising from conditions at the Client’s site.

(c) The Client’s breach of these Terms, including non-circumvention obligations, late payment, or unauthorized disclosure of Candidate information.

(d) Any bodily injury, property damage, or regulatory fines occurring on the Client’s premises or under the Client’s supervision, except to the extent caused solely by Talent One’s gross negligence or willful misconduct.

10.2 Candidate Indemnification

Candidates shall indemnify and hold Talent One harmless from any claims, liabilities, or expenses (including attorneys’ fees) arising from:

(a) Candidate’s misrepresentation, fraud, or negligence in job applications or background information.

(b) Candidate’s breach of any workplace policy, unlawful conduct, or violation of these Terms during an assignment or direct hire role obtained through Talent One.

10.3 Talent One Indemnification of Client

Talent One shall indemnify, defend, and hold the Client harmless against claims or losses arising from:

(a) Talent One’s failure to fulfill its statutory obligations as the employer of record for a W-2 temporary employee (e.g., not paying wages or withholding taxes).

(b) Talent One’s gross negligence or willful misconduct that causes direct damage to the Client.

10.4 Limitations; Survival

Indemnification obligations survive termination of these Terms and are not subject to any general limitation of liability that caps recoveries. Each party agrees to provide prompt written notice of any indemnifiable claim and reasonably cooperate in the defense. The indemnifying party has the right to control defense unless it refuses or fails to do so, in which case the indemnified party may assume defense at the indemnifying party’s cost.

11. Disclaimer of Warranties

Except for any express limited guarantees (e.g., the 60-Day Replacement Guarantee in Section 9), the Service is provided “as is” and “as available,” without warranties of any kind, express or implied, including but not limited to:

Merchantability, fitness for a particular purpose, or non-infringement.
Accuracy or completeness of job listings, candidate qualifications, or background check results.
Successful placement, candidate performance, or compatibility with client needs. No advice or information from Talent One shall create a warranty beyond what is explicitly stated.

12. Limitation of Liability

General Cap: To the fullest extent permitted by law, Talent One’s total liability for any claim arising out of or relating to these Terms or the Service shall not exceed (a) the total fees paid to Talent One by the Client in the preceding six (6) months, or $25,000, whichever is less.

Exclusion of Certain Damages: In no event shall Talent One be liable for indirect, incidental, special, or consequential damages (including lost profits, lost data, or business interruption), even if advised of the possibility of such damages.

Indemnification Claims Uncapped: This limitation does not apply to claims under the indemnification obligations in Section 10, which remain uncapped.

13. Dispute Resolution & Binding Arbitration

13.1 Agreement to Arbitrate

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Service (including but not limited to claims of breach, statutory violations, or tort) shall be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules (or Employment Arbitration Rules for W-2 employee disputes), and judgment on the award may be entered in any court of competent jurisdiction.

13.2 Location & Governing Law

The arbitration shall take place in Wilmington, Delaware, unless otherwise mutually agreed. The arbitration will be governed by the Federal Arbitration Act and, to the extent not preempted, Delaware law.

13.3 Class Action Waiver

All claims must be brought on an individual basis, and you expressly waive any right to pursue any claims on a class, collective, or representative basis. The arbitrator shall not have authority to consolidate claims or conduct any class/collective proceeding.

13.4 Exceptions

Injunctive Relief: Talent One may seek injunctive or equitable relief in court to enforce non-circumvention, confidentiality, or intellectual property rights.

Non-Arbitrable Claims: If a claim is non-arbitrable by law (e.g., certain sexual harassment claims or PAGA), the matter shall proceed in the state or federal courts located in Wilmington, Delaware.

13.5 Jury Trial Waiver

You acknowledge and agree to waive the right to a trial by jury for any dispute resolved under this arbitration agreement.

14. SMS Messaging & Electronic Communications

Consent: By opting in to Talent One’s SMS program, you give express written consent to receive text messages (including via automated systems) at the phone number provided, for job alerts, assignment updates, or promotional offers. Message frequency varies, approx. 2–4 messages/month; Msg & Data rates may apply.

Opt-Out: Text STOP to any message to unsubscribe. You may also email privacy@thetalentone.com. We will honor your opt-out within 10 business days.

Quiet Hours & Identification: Talent One respects TCPA guidelines; we will not text before 8 AM or after 9 PM in your local time. Messages will clearly identify “Talent One” as the sender.

CAN-SPAM for Emails: Marketing emails will include an unsubscribe link. You can opt out of marketing at any time, though we may still send non-promotional, service-related communications.

No Liability for SMS Delays: Talent One is not liable for undelivered or delayed SMS messages. The program is provided “as is,” subject to your carrier’s coverage and connectivity.

15. Privacy & Data Protection

Personal Data: Talent One collects and processes personal data from Clients and Candidates (including résumés, contact details, payroll info, SSNs for W-2 employees, etc.) to provide staffing and recruitment services. By using the Service, you consent to such data collection, storage, and use as described in our Privacy Policy.

Security Measures: We implement reasonable administrative, technical, and physical safeguards to protect personal data but cannot guarantee absolute security.

Client & Candidate Obligations:

Candidates: Keep your information accurate and up to date; do not share others’ confidential info without permission.
Clients: Use Candidate data solely for evaluating employment/contract opportunities. Do not disclose candidate info to third parties except as necessary for hiring decisions. Comply with applicable privacy laws.

16. Assignment

Talent One may assign or transfer these Terms, in whole or in part, to an affiliate or successor entity (e.g., in a merger or acquisition) by providing notice to you.

Clients/Candidates may not assign these Terms or delegate obligations without Talent One’s prior written consent. Any unauthorized assignment is void.

17. Force Majeure

Neither party will be liable for any delay or failure to perform resulting from events beyond its reasonable control (“Force Majeure”), including acts of God, natural disasters, war, terrorism, epidemics, labor disputes, governmental orders, or power/internet outages. The affected party shall notify the other promptly and use reasonable efforts to resume performance. If a force majeure event continues for over 30 consecutive days, either party may terminate the affected services without penalty.

18. Entire Agreement; No Waiver

These Terms, together with any Master Service Agreement (MSA) or written client contract, and our Privacy Policy, constitute the entire agreement between you and Talent One regarding the Service, superseding all prior or contemporaneous agreements. Any failure by Talent One to enforce a provision is not a waiver of that provision or right.

19. Governing Law

Except as otherwise specified in the Arbitration Clause, these Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-law principles.

20. Severability

If any provision of these Terms is deemed invalid or unenforceable, the remaining provisions will continue in full force and effect. A court or arbitrator shall modify the invalid provision to the minimum extent necessary to make it enforceable.

21. Notices

All formal notices must be in writing and sent to:

Talent One Capital Partners Inc. (dba Talent One)
8 The Green, Suite B
Dover, DE 19901
Email: legal@thetalentone.com

Notice is effective upon receipt or three (3) business days after certified mailing. Users must keep their contact info updated so we can provide necessary communications.

22. Contact Us

If you have any questions or concerns about these Terms or our services, please contact Talent One at:

Email: privacy@thetalentone.com

Phone: (888) 562-4101

Disclaimer

This Terms of Service document is provided for informational purposes and does not constitute legal advice. You should consult a licensed attorney in your jurisdiction to tailor any contract language to your specific operations and to ensure full compliance with applicable federal, state, and local laws.