TalentLign Terms of Service

Last updated: June 13, 2024

Please read these terms and conditions carefully before using our Service.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms of Service:

Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.

Company means TalentLign Inc. (referred to herein as either "the Company", "We", "Us" or "our" in this Agreement).

Service refers to the Website.

Terms of Service (also referred as "Terms") mean these Terms of Service that form the entire agreement between You and the Company regarding the use of the Service. 

Third-Party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.

Website refers to TalentLign Inc., accessible from https://www.talentlign.com/

You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms of Service governing the use of this Service and the agreement that operates between You and the Company. These Terms of Service set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms of Service. These Terms of Service apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms of Service. If You disagree with any part of these Terms of Service then You may not access the Service. You represent that You are over the age of 18. The Company does not permit those under 18 to use the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read our Privacy Policy carefully before using our Service.

Our Intellectual Property (“Our IP”)

Most content available on or through the Services, such as text, graphics, and photographs, are our works (“Works”) (i.e., content we own, authored, created, purchased, or licensed). Our Services are protected by copyright, and we reserve and retain all rights in our Works and the Services. We hereby grant You a royalty-free, limited, revocable, non-sublicensable, and non-exclusive license to access our Works solely in connection with using the Services. You may not otherwise reproduce, distribute, communicate to the public, make available, adapt, publicly perform, link to, or publicly display the Works or our Services or any adaptations thereof unless expressly set forth herein.

User Content

You and other users may be able to upload, post, create, make available, send, share, communicate, provide or transmit (“Post”) data, information, images, comments, Reviews (as defined below), ideas, or other types of content, including, without limitation, photographs, artwork, and text (collectively “Content”) to the Services (including, without limitation, our social media channels), and other sites linked to on the Services. You understand that all Content Posted by users (“User Content”) is the sole responsibility of the entity who Posts. We do not control User Content and we do not make any guarantee whatsoever related to User Content. Although we sometimes review User Content, we are not obligated to do so. Under no circumstances will we be liable or responsible in any way for any claim related to User Content.

As between You and us, You retain ownership of Your User Content (other than our IP therein). However, You grant the Company as well as our Affiliates, agents and licensees (“Permitted Parties”) a royalty-free, irrevocable, transferrable, sublicensable, and non-exclusive perpetual license throughout the universe for use in any and all media whether now known or hereafter devised to use and exploit (including without limitation by reproduction, distribution, public display, adaptation, communication to the public, and/or public performance, and including for commercial purposes) any and all User Content that You Post to or through the Services, for any purposes whatsoever, including, without limitation, marketing purposes. For avoidance of any doubt, this means that Permitted Parties may post, repost, share, and otherwise distribute and reproduce the User Content, including alongside and in combination with other content, including, without limitation, promotions for third party brands and products. You also grant Permitted Parties the right, but not obligation, to use the username or handle of the account used to Post User Content; Permitted Parties may endeavor, where commercially reasonable, to credit Your username or handle when using or reposting Your User Content.

You represent and warrant that You have all rights to grant the licenses herein to Permitted Parties without infringement or violation of any third-party rights, including without limitation, any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights. You also waive to the full extent permitted by law any and all claims against Permitted Parties related to moral, publicity, or privacy rights in the User Content. In no circumstances will any Permitted Parties be liable to You for any exploitation of any User Content that You Post. You affirm, represent and warrant that You and any person whose image appears in the User Content are 18 years of age or older. You affirm, represent, and warrant that Your User Content is in compliance with applicable law, as well as all applicable terms and conditions, including, without limitation, any third party website or application on which You Post. You agree that Permitted Parties may, in their sole discretion, elect to remove the User Content from the Services at any time and without notice to You. We have no obligation of confidentiality, express or implied, with respect to User Content that You Post to or through the Services, and You will not be entitled to any compensation or reimbursement of any kind from us under any circumstances whatsoever related to Your Posting of any User Content unless agreed by us in advance in writing

Acceptable Use Policy

Users of our services must comply with this Acceptable Use Policy at all times. You agree not to use our services for any unlawful or prohibited activities, including but not limited to the transmission of any malicious, deceptive, or harmful content. Prohibited activities include, but are not limited to, spamming, phishing, distributing malware or viruses, infringing on the intellectual property rights of others, and engaging in any form of harassment or abusive behavior.

You also agree not to interfere with the proper functioning of our services or any activity conducted on our platform. This includes but is not limited to actions such as hacking, attempting to gain unauthorized access to systems or networks connected to the service, and any form of network abuse. You must not use our services in a manner that could harm, disable, overburden, or impair our servers or networks, or interfere with any other party's use and enjoyment of the services.

We reserve the right to investigate any suspected breaches of this Acceptable Use Policy and may take appropriate actions, including but not limited to, suspending or terminating Your access to the services, and reporting any activities that we believe to be in violation of any law or regulation to appropriate law enforcement officials, regulators, or other third parties as necessary.

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Prohibited Conduct/Representations and Warranties

You represent and warrant that You will not use the Services to:

  • Violate any law (including without limitation laws related to torts, contracts, export controls, patents, trademarks, trade secrets, copyrights, defamation, obscenity, rights of publicity, or other rights) or encourage or provide instructions to another to do so;

  • Act in a manner that negatively affects other users’ ability to use the Services, including without limitation by engaging in conduct that is harmful, threatening, abusive, inflammatory, intimidating, violent or encouraging of violence, harassing, stalking, invasive of another’s privacy, or racially, ethnically, or otherwise objectionable;

  • Post any User Content that we determine in our sole discretion is: (i) unlawful, harmful, harassing, inappropriate fraudulent, threatening, abusive, libelous, defamatory, vulgar, obscene; (ii) is harmful to children in any manner; and/or (iii) is hateful, seeks to or discriminates or promotes discrimination against any individual based on race, gender, national origin, sexual preference, physical or mental disability, age or on any other basis.

  • Post any User Content containing unsolicited or unauthorized advertising, promotional materials, spam, junk mail, chain letters, pyramid schemes, or any other form of unauthorized solicitation;

  • Post any User Content containing sweepstakes, contests, or lotteries, or otherwise related to gambling;

  • Post any User Content containing materials protected by other intellectual property laws that You do not control;

  • Post any User Content for which You have not obtained all necessary written permissions and releases;

  • Misrepresent any fact (including without limitation Your identity);

  • Post any software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, including by engaging in any denial of service attack or similar conduct;;

  • Exceed Your authorized access to any portion of the Services;

  • Disclose, collect or store personal data about anyone;

  • Modify without permission any part of the Services;

  • Obtain or attempt to access or otherwise obtain any Content or information through any means not intentionally made available or provided for through the Services;

  • Exploit errors in design, features which are not documented and/or bugs to gain access that would otherwise not be available;

  • Use any robot, spider, scraper, or other automated means to access the Website for any purpose;

  • Take any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure; or

  • Interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services, or bypass any measures that may used to prevent or restrict access to the Services

Links to Other Websites

Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.

We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.

Account Security

User Responsibilities:

Account Credentials: Users are responsible for maintaining the confidentiality of their account credentials, including username and password. Users must not disclose their credentials to any third party.

Unauthorized Access: Users are responsible for all activities that occur under their account, whether or not authorized by the User. Users must immediately notify the Company of any unauthorized use of their account or any other breach of security.

Security Measures:

Password Protection: If applicable, users must use strong, unique passwords and regularly update them to enhance security. Users should avoid using easily guessable passwords such as common words, phrases, or sequences.

Multi-Factor Authentication: The Company recommends that Users enable multi-factor authentication (MFA) where available to add an extra layer of security to their account.

Company Responsibilities:

Data Protection: The Company employs industry-standard security measures to protect User data from unauthorized access, alteration, disclosure, or destruction. However, the Company cannot guarantee absolute security of User information.

Notification of Breach: In the event of a data breach that affects the security of User information, the Company will promptly notify affected Users and take appropriate measures to mitigate the breach, in accordance with applicable laws and regulations.

User Conduct:

Prohibited Actions: Users agree not to engage in activities that could compromise the security of the Company’s systems, such as attempting to gain unauthorized access, transmitting malicious software, or engaging in any activity that disrupts or interferes with the service.

Cooperation: Users agree to cooperate with the Company’s reasonable security requests and to provide necessary information or assistance to help the Company maintain the security of the service.

Indemnification

You will indemnify and hold Permitted Parties harmless from any and all third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees and expenses), relating to or arising under or out of the relationship between You and Permitted Parties described in these Terms, including any breach of the representations and warranties contained herein and any User Content You Post. You hereby agree that we shall have the sole right and obligation to control the legal defense against any such claims, demands, or litigation, including the right to select counsel of our choice and to compromise or settle any such claims, demands, or litigation.

Termination

We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms of Service. Upon termination, Your right to use the Service will cease immediately.

LIMITATION OF LIABILITY

THE COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AGGRAVATED, OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY, OR DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR OTHER INTANGIBLES, OR LOSS OF SECURITY OF SUBMITTED MATERIALS (INCLUDING UNAUTHORIZED INTERCEPTION OF, ACCESS TO, OR ALTERATION BY THIRD PARTIES OF ANY SUBMITTED MATERIALS, DATA, OR OTHER INTANGIBLES), EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. WITHOUT LIMITING THE FOREGOING, THE COMPANY WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE OR FROM ANY THIRD-PARTY MATERIALS, INCLUDING FROM ANY VIRUS THAT MAY BE TRANSMITTED IN CONNECTION THEREWITH. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SERVICE. THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, WILL BE $100 USD.

Applicable law may not allow for limitations on certain implied warranties and conditions, or exclusions or limitations of certain damages; solely to the extent that such law applies to You, some or all of the above disclaimers, exclusions, or limitations may not apply to You, and You may have certain additional rights.  

"AS IS" and "AS AVAILABLE" Disclaimer

The Service is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

Further, without limiting the foregoing, the Company: (a) does not guarantee that You will receive any employment or job offers through the Service; (b) will not be responsible for any employment offers or listings, employment screenings, employment decisions, or actual employment presented by third parties; and (c) is neither Your employer nor Your agent based solely on Your usage of the Service.

Governing Law

The laws of the state of Washington, excluding its conflicts of law rules, shall govern these Terms and Your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws. You agree to exclusive jurisdiction of the federal and state courts located in Seattle, Washington and waive any jurisdictional, venue or inconvenient forum objections to such courts.


Notice for California Users

Under California Civil Code Section 1789.3, users of the Services from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.


Notice For New Jersey Users

The following sections shall not apply to users of the Services from New Jersey: Disclaimers, Limitations on Liability, Jurisdictional Restrictions.


For European Union (EU) Users

The Company is committed to protecting the privacy and personal data of European Users in compliance with the General Data Protection Regulation (GDPR). We process Personal Data based on lawful grounds, such as the User’s consent, the necessity to fulfill a contract, compliance with legal obligations, protection of vital interests, performance of a task in the public interest, or legitimate interests pursued by the Company. European Users have the right to access, rectify, erase, restrict processing, object to processing, and request data portability of their Personal Data. Requests to exercise these rights can be made by contacting us using the information provided in this Agreement.

We ensure that Personal Data collected from European Users is limited to what is necessary for the specified purposes and retained only as long as needed. The Company implements robust technical and organizational measures to protect this data against unauthorized access, disclosure, alteration, or destruction. In the event of a data breach, we will promptly notify affected Users and relevant supervisory authorities as required by the GDPR. Furthermore, any international transfer of Personal Data will be conducted using appropriate safeguards to ensure an adequate level of data protection.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.


Copyright Infringement

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the internet infringes their rights under U.S. copyright law. If You believe in good faith that materials available on the Site infringe Your copyright, You (or Your agent) may send to the Company a written notice by mail, email, or fax requesting that the Company remove such material or block access to it. If You believe in good faith that someone has wrongly filed a notice of copyright infringement against You, the DMCA permits You to send to the Company a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices must be sent in writing to: 

TalentLign Copyright Agent

TalentLign, Inc.

Email: leadership@talentlign.com 


We suggest that You consult Your legal advisor before filing a DMCA notice or counter-notice.

Disputes Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

Arbitration

By using our Services, You agree that any dispute, claim, or controversy arising out of or relating to these Terms of Service or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by binding arbitration. Arbitration shall be conducted in accordance with the rules of the American Arbitration Association (AAA) and shall take place in Seattle, Washington, unless otherwise mutually agreed upon by the parties.

The arbitration shall be conducted by a single arbitrator who is experienced in resolving disputes in the technology sector and is mutually agreed upon by the parties. If the parties cannot agree on an arbitrator, the AAA will appoint one in accordance with its rules. The arbitrator's decision shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

You understand and agree that by entering into these Terms of Service, You and Talentlign are each waiving the right to a trial by jury or to participate in a class action. All claims and disputes within the scope of this arbitration agreement must be arbitrated on an individual basis and not on a class or collective basis, and only individual relief is available. This agreement to arbitrate shall survive the termination of these Terms of Service.

Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms of Service may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.

Force Majeure Events

The Company shall not be liable for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, pandemics, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials (each a "Force Majeure Event").

Notice and Duration

Upon the occurrence of a Force Majeure Event, the Company shall promptly notify the User, specifying the nature of the event and its anticipated duration. The Company shall use all reasonable efforts to mitigate the effects of the Force Majeure Event and to resume full performance of its obligations as soon as practicable.

Changes to These Terms of Service

These Terms, including any terms and conditions incorporated herein, constitute the entire agreement between You and the Company relating to the subject matter hereof, and supersede any and all prior or contemporaneous written or oral agreements or understandings between You and the Company relating to such subject matter. We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Contact Us

If You have any questions about these Terms of Service, You can contact us: