Terms

TERMS AND CONDITIONS

1. Introduction

1.1 www.thetalentmanager.com (the “Site") is operated by DV Talent Limited which is registered in England and Wales with the registered number 4460732 and has its registered office at 35 Ballards Lane, Finchley, N3. All references to "www.thetalentmanager.com", or "the Talent Manager" within these terms and conditions (the “Talent Manager Terms and Conditions” or “Terms and Conditions”) shall mean DV Talent Limited.

1.2 These Terms and Conditions should be read in conjunction with the Talent Manager Privacy Policy (which can be found here) and the Talent Manager Cookie Policy (which can be found here). Together, the Talent Manager Terms and Conditions, Cookie Policy and Privacy Policy constitute the “User Agreement” which sets out the legally binding terms and conditions that apply to your use of the Site and the services available on the Site. By registering as a user of and/or accessing or using the Site, you are deemed to have read, understood and accepted the User Agreement and are bound by the terms contained therein. If you do not agree to the User Agreement in its entirety, please do not use or access the Site.

1.3 We reserve the right to change any term or condition of the User Agreement at any time. Changes will take effect when posted on the Site. Whilst we will endeavour (but do not undertake) to inform users of any substantive changes, your continued use of the Site and/ or Services after such changes have taken effect will be deemed acceptance by you of the amended User Agreement.

2. Services

2.1 The Site is an online platform, providing search and recruitment services ("the Services") to individual freelance personnel looking for work ("Individuals"), corporate entities looking to supply services or facilities ("Suppliers") and corporate entities looking to hire the services of Individuals or the services or facilities of Suppliers ("Hirers") in the content production sector (the "Industry"). The Site will also be a source of news and information about the Industry.

2.2 Individuals, Hirers and/ or Suppliers (as applicable) will be able to take out a Pro Member Account in order to access certain Services which offer enhanced functionality ("Premium Services"). Some Services may not be available when the Site launches but may be added at a later date.

2.3 Use of the Site:

Individuals can use the Site to upload their own CV, create their own profile, and advertise their services.

Suppliers can use the Site to advertise and tender their services or facilities.

Hirers can use the Site to access Individuals’ CVs and profiles; advertise jobs; search and recruit for potential applicants; arrange a tender process for the provision of services and/or facilities from Suppliers and to create their own individual database (s) of specific Individuals and Suppliers (each such database an “Internal Database”).

2.4 An Internal Database may include notes created by the Hirer which relate to the profiles of Individuals or Suppliers whose details that Hirer has chosen to capture in that Internal Database (“Notes”). For the avoidance of doubt, Notes do not include any underlying CVs belonging to Individuals and only incorporate the Hirer’s own notes on the Individual; control of its Notes does not entitle a Hirer to any rights in or relating to any CVs which the Notes relate to. Any Internal Database created will be kept in the individual Hirer’s user area and any information, including all Notes, within an Internal Database will remain private to that individual Hirer. Hirers accept that they will have individual control over the creation of Internal Databases and the content of any Notes or materials which they may create or upload to them, accordingly Hirers recognise that they shall be data controllers in respect of any personal data contained in any Internal Database which they may create, maintain or control. Hirers are solely responsible for the maintenance of their Internal Database and we will not be liable to anyone in relation to the same. In order to protect against system failure on the Site or Services, and subject at all times to the User Responsibilities set out in clause 12, we strongly recommend that you back up any Notes as required. We cannot guarantee that on termination or expiry of your registration on the Site or your use of the Services (whether through a Pro Member Account subscription or otherwise) we will be able to access or share with you any information contained in your Internal Database.

2.5 We reserve the right to improve, amend, or suspend the Service provided on the Site at any time without notice.

2.6 Optional AI Tools
The Talent Manager may offer optional features that allow users to use automated tools, including AI technology. These features may expand as new tools are introduced to the platform. Current AI features include, but are not limited to, those described below:

2.6.1 The Talent Manager may offer an optional feature that allows users to use an automated tool, powered by AI, to generate a draft profile from an uploaded CV. This may include extracting information such as employment history, credits, skills, education, and generating a summary of professional experience.
Any AI-generated content is not published automatically. Users remain solely responsible for reviewing, editing, approving or deleting such content before it is made visible to others. The accuracy of AI-generated content cannot be guaranteed.
For the purpose of providing this feature, CVs may be transmitted securely to third-party AI processing providers. Data is encrypted in transit and is not used to train public AI models. Use of this feature is voluntary, and users may request deletion of their CV or any AI-generated content at any time.

2.6.2 The Talent Manager may offer an optional AI-assisted search feature designed to help users find relevant profiles more effectively including to interpret search terms and identify relevant criteria (such as job titles, production credits, skills and experience, location and availability). This AI tool is used only to interpret the search criteria and phrases in order to improve matching, help with rankings, search relevance, insights, recommendations and the overall quality and efficiency of our Services. Users should review the interpreted search criteria before proceeding and confirm that their search phrase has been accurately converted. The accuracy of AI-generated search criteria and phrases cannot be guaranteed. Users remain responsible for verifying the relevance and suitability of any results returned. Any data processed through this feature is encrypted in transit and is not used to train public AI models. Use of this feature is voluntary.

3.Registration

3.1 You may register on the Site to use the Services as an Individual or a corporate entity by completing and submitting the form on our "registration" page. You must be at least 18 (eighteen) years of age to register on the Site and use the Services. You must only register one account on the Site and you are not permitted to register if your account has been previously terminated, or is currently suspended, further to our suspension rights set out in these Terms and Conditions. Creating or registering multiple accounts or profiles will be a breach of this User Agreement. Those who register with the Site are hereinafter referred to as "Users". When you register with us you will be sent an email with your password. You will use your email address and password ("User ID") to log in to your profile page and access the Services on the Site. Company Users may be given access management rights to allow other Users within the same company to access the Services on the Site depending on the Services the company has contracted for.

3.2 You should make every effort to keep your User ID safe and you are responsible for all actions taken with your User ID. Unless authorized under the procedures set out on the Site, you must not transfer or sell your User ID. If you lose control of your password, you may lose substantial control over your personal data and may subsequently be subject to legally binding actions taken on your behalf. You shall be responsible for all activities and anything occurring through your account until your account is closed or you prove that your account security was compromised through no fault of your own.

3.3 You may not register on the Site or use the Services unless you are 18 (eighteen) years old. Company Users must not authorize anyone below the age of 18 to use the Site or Services. We may use your registration details to verify your identity and entitlement to use the Site and the Services.

3.4 You are solely responsible and liable for providing accurate and truthful registration details. The Talent Manager does not vet and cannot and does not confirm or guarantee the purported identity of Users or the validity or the accuracy of the information which users post to the Site and accepts no liability or responsibility to Users in respect thereof.

3.5 If you register as a corporate entity, you represent that you have the authority to bind that entity to this User Agreement.

3.6 Users who register as Pro Member account holders are required to pay a subscription fee.

3.7 Subject to ongoing compliance with the User Agreement, the Talent Manager grants each User a revocable, non-transferable, non-exclusive licence to use the Site and Services. All rights not expressly granted are reserved to the Talent Manager. The Talent Manager may suspend, terminate or withdraw this licence or access to the Site at any time, without notice, reason or liability.4.Access and Fees

4.1 Registration on the Site is free at the point of account creation. You are solely responsible for paying all expenses you may incur when you access or use the Site and Services including without limitation your internet or data service provider charges and any excess charges to that provider if you have a limit on the amount of data you can download together with all costs of the equipment and facilities you need to connect to and use the Site. We are not responsible if your own equipment or software is not compatible with the Site.

4.2 A selection of Premium Services are available on the Site for which subscription fees are charged such as Users who register as Pro Member account. The price of the various subscription options is listed where appropriate on the Site, and Users will have the opportunity to view and confirm applicable fees and subscriptions before committing to payment. Subscriptions are offered for Individuals on a monthly or yearly basis, and for Suppliers and Hirers on an annual or bi-annual basis. We must receive payment of the relevant part of the subscription fee before the Premium Services are available to you. If we're unable to collect any payment you owe us we charge interest on the overdue amount at 4% a year above the Bank of England base rate or at the maximum rate permitted by statute (whichever is greater). Interest accrues daily from the due date until payment, and is payable together with the overdue amount.

4.3 You can make secure payment for subscription fees via the Site. Payment can be made via Recurly payable to DV Talent Limited. We are not liable for any error or omission on the part of Recurly. Any query regarding payment or billing, including any dispute with regard to the payment of fees, must be reported to the Talent Manager by emailing support@thetalentmanager.com within 14 days of the payment or billing event giving rise to it, and the Talent Manager will endeavour to achieve a fair resolution, where appropriate in cooperation with Recurly.

4.4 We reserve the right to refuse any subscription application, to alter the fee structure and/or to commence or cease charging for any of our Services at any time at our discretion. In the event that we reject a subscription application after we have received the subscription fee we shall refund the fee within fourteen (14) days from the rejection date. If any change is made to the subscription fee levels, payment structure and/or process, users will be informed by email and any such change will not affect existing subscriptions paid by users until the completion of the subscription period that they have paid for.

4.5 In the event of payment being made to the Talent Manager by fraud or unauthorized use of a credit or debit card, the Talent Manager will cease to collect payments from that card as soon as reasonably practicable. The Talent Manager will not be liable to return funds that have been paid before the date it is made aware of the alleged fraudulent use of the card, although the Talent Manager may, at its discretion, return payment to the person entitled thereto.

4.6 Subscription accounts will renew automatically on the renewal date unless you choose to cancel or suspend your subscription and we shall be entitled to charge the then prevailing rate for each new period.

4.7 General cancellation rights: Subscribers shall be entitled to cancel their subscription at any time, by giving written notice of cancellation to support@thetalentmanager.com. Where you cancel other than within the Cooling Off Period, your cancellation shall take effect at the end of the paid period then in progress, and you will retain access to the Premium Services until the end of that period, and you will not be charged for any further period.

4.8 Cooling off rights: In addition to the general right in clause 4.7, you may cancel your subscription within 14 days beginning the day on which your subscription and each subsequent renewal takes effect (“Cooling Off Period”), and receive a proportionate refund for any applicable subscription fees. Where you have used or accessed the Premium Services during the Cooling Off Period, we may reduce the refunded amount to reflect the Premium Services used or accessed up until the date the cancellation takes effect.

4.9 Subject to those cooling off rights and to any other mandatory statutory rights, all fees and charges for Premium Services are non-refundable, and you must not initiate any chargeback or similar refund demand in respect of fees or charges properly due for Premium Services. Where you cancel other than within the Cooling Off Period you shall not be entitled to a refund of your subscription fees or any amount thereof which corresponds to an unexpired portion of your subscription. In the event of insufficient notice being given, you will be liable to pay the next period of your subscription and Talent Manager will not guarantee reimbursement of any payments made in relation to subscriptions/fees. If you attempt a chargeback or similar refund demand which the Talent Manager reasonably determines to be unmeritorious, the Talent Manager may immediately terminate, suspend or restrict your Pro Member Account under this User Agreement.

4.10 The Talent Manager may from time to time offer a loyalty scheme to Users/ Pro Member Users whereby, depending on their usage of the Site and/ or Services, Users/ Pro Member Users may become entitled to discounts on services or facilities offered by The Talent Manager subject to the applicable terms and conditions of the loyalty scheme.

4.11 We may offer you a free or discounted trial of the Premium Services. We will remind you by email before the trial ends and turn into a paid subscription, and you can cancel at any time in accordance with clauses 4.7 and 4.8. Unless we state otherwise, any free or discounted trial of the Premium Services is only available once per User.

5. Uploading Content To Our Site

5.1 In addition to your obligations under clause 12, whenever you make use of a feature that allows you to create content directly on the Site, upload or share content to the Site, or to make contact with other users of our site (including but not limited to User Information), you acknowledge and agree that such content or contribution must comply with this User Agreement and any applicable laws.

5.2 You warrant that any such contribution will comply with these standards, and that you are liable to us and will indemnify us for any breach of this warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of this warranty.

5.3 We will consider any content you upload to the Site that is in the public domain to be non-confidential and not protected by any trade mark, patent or copyright. You retain all ownership rights in your own User Information or content you create as applicable but by uploading User Information to our Site, you grant us the licence set out in clause 10. We will not sell User Information to other platforms or claim ownership of it outside of the rights granted to us under this User Agreement.

5.4 We also have the right to disclose your identity to anyone who is claiming that any content posted or uploaded by you to the Site violates their intellectual property rights or their right to privacy, or that content posted by you is defamatory to them or otherwise infringes their legal rights.

5.5 We have the right to remove any posting, content, or contribution you make on the Site if, in our opinion, the same does not comply with this User Agreement or is otherwise unlawful.

5.6 If you wish to contact us in relation to content you have uploaded to the Site and that we have taken down, please contact support@thetalentmanager.com .

6. User-Generated Content Is Not Approved By The Talent Manager

Our Site includes information and materials uploaded by other Users. This information and these materials have not been verified or approved by us. The views expressed by other users on our Site do not represent our views or values.

7. Content and Behaviours Reporting

You can report or complain about the following content and behaviours:

• Content you consider to be illegal.
• When you think we are not dealing with illegal content or activity as we should.
• Where you think our content reporting systems and processes do not easily let users report content they believe to be illegal.
• When you think we have insufficiently considered the importance of protecting users' rights to freedom of expression or privacy.
• Where your content has been taken down on the basis that it is illegal.
• Where we have given you a warning, suspended, banned or restricted you in any way as a result of your content which we consider to be illegal content.
• Technology we use results in your content being taken down, access-restricted or deprioritised and you think the technology has been used in a way not set out in the User Agreement.

8. How We Will Deal with Your Content and Behaviours Reporting or Complaint

Complaints or reports in relation to content or behaviours must be submitted to the Talent Manager by email to support@thetalentmanager.com. Each such complaint or report must include a description of the content or conduct complained of, the relevant URL or location on the Site (where applicable), and the complainant’s name and contact details.

The Talent Manager will acknowledge receipt of a complaint or report under this clause within a reasonable time, investigate it, and notify the complainant of the outcome. If the Talent Manager determines that such a complaint or report is substantiated, it may take such action as it considers appropriate in relation to the Site or Services, including removing the relevant content, suspending or terminating the relevant User’s account, or taking legal action. If the Talent Manager determines that a complaint or report under this clause is not substantiated, it need take no action and will inform the complainant accordingly.

9. Copyright and Use of Materials

9.1 All copyright, trademarks and other intellectual property rights in the Services are vested in the Talent Manager or its licensees.

9.2 You may not copy, reproduce, store off-Site, modify in any way or transmit, distribute or make available to the public any material included on the Site (other than your own User Information – i.e. your personal CV, profile or other personal information that you upload to the Site or your Notes) and any other use requires the prior written consent of the Talent Manager.

9.3 You must not upload, submit, disclose, transmit or otherwise make available any material, data, content or information obtained from or made available through the Site to any third-party tools or any artificial intelligence, machine-learning or other automated tool or service, including for the purposes of generating outputs, analysis, profiling, extraction, training, fine-tuning, testing or validating any model or system, without the Talent Manager’s prior written consent. This prohibition does not restrict your use of any AI-enabled functionality expressly provided or authorised by the Talent Manager as part of the Services nor the processing of your own User Information or Notes.

9.4 You must always treat materials included on the Site in compliance with your obligations under this User Agreement and all applicable laws (including, for the avoidance of doubt, Data Protection Legislation). Nothing set out in these Terms and Conditions shall be construed as granting any licence of any copyright, trademarks or other intellectual property to you or any third party.

9.5 By uploading or otherwise providing to the Site any CV, profile, show reel, company name, logo, artwork, photograph or other User Information, you grant the Talent Manager and its licensees a worldwide, royalty-free, sublicensable, transferable, perpetual and irrevocable licence to use, copy, modify, distribute, publicly display and otherwise exploit that User Information in all formats and distribution channels now known or hereafter devised, to the extent necessary to provide and promote the Site and Services. This includes the right to use a corporate User’s company name, logo and artwork on the Site and for publicity purposes.

10. Licence Restrictions and Linking

Except as expressly permitted by this User Agreement, you must not, nor assist anyone to, or attempt to: copy the Site, except where such copying is incidental to normal use of the Site or necessary for back-up or operational security; rent, lease, sub-license, loan or otherwise make the Site or Services available to any person; translate, merge, adapt, vary or modify the Site, except as necessary to use the Site as permitted by this User Agreement; disassemble, decompile, reverse engineer or create derivative works based on the Site, except to the extent permitted by section 296A of the Copyright, Designs and Patents Act 1988 for interoperability purposes; provide the Site, in whole or in part, to any third party without our prior written consent; or use the Site or Services in breach of any applicable technology control or export laws.

Users may link to the Site, including to access the Services, provided they do so in a way that is fair and legal and does not damage the Talent Manager’s reputation or take advantage of it. Users must not establish a link in a way that suggests any form of association, approval or endorsement by the Talent Manager where none exists, or establish a link to the Site from any website that is not owned by them. The Site must not be framed on any other site. The Talent Manager reserves the right to withdraw linking permission without notice.

11. Termination Without limiting any other remedies, where any of the circumstances set out below applies, we reserve the right, depending on the circumstances and severity of the breach, to issue a warning to you; remove immediately, temporarily or permanently any User Information uploaded by you to the Site; commence legal proceedings against you for reimbursement of all costs on an indemnity basis, including reasonable administrative and legal costs; take further legal action against you; disclose such information to law enforcement authorities as we reasonably consider necessary or as required by law; and/or terminate, suspend or restrict your account without notice if:

(a) You commit any breach of the User Agreement or we believe that you may commit a breach of the User Agreement;

(b) You are/have engaged in, are about to engage in, or have been in any way involved in or linked to, fraudulent activity in connection with the Site;

(c) We are unable to verify or authenticate any information you provide to us; or

(d) We believe that your actions with regard to the Site may cause us financial loss or legal liability or damage our goodwill or bring us into disrepute or infringe any third party rights; or

(e) You breach applicable law or are misusing the Site, or we believe that you may commit a breach of applicable law or misuse of the Site.

12.User Responsibilities

12.1 As a User, you are solely responsible for any information or materials you provide or communicate to others on the Site or when using the Services including without limitation information submitted in the registration process, your CV or any description of your own services and any other material, blogs, data or content (such as show reels) you post within the Site ("User Information").

12.2 You are solely responsible for ensuring that any opinions expressed in your User Information are genuinely held and that your User Information and activities on the Site are not:

1. a) False, inaccurate, misleading;
2. b) Offensive, threatening, abusive, obscene, violent, indecent, pornographic or otherwise injurious to third parties;
3. c) Defamatory of any person, company or organization or in breach of confidence, privacy or any other rights;
4. d) In breach of or infringing copyright, patent, trade mark, trade secret or other proprietary rights or in breach of contract or any duty of confidence you may owe to any third party;
5. e) Fraudulent or involve the hire or sale of counterfeit or stolen items; or
6. f) In breach of any applicable laws, codes or regulations (including, but not limited to, laws governing consumer protection, unfair competition, anti-discrimination, false advertising)
    

12.3 You must not use the Site or the Services in any way:-

(i) That causes, or is likely to cause, the Site or Services (or access thereto) to be interrupted, damaged or impaired;

(ii) For any fraudulent purposes, or in connection with a criminal offence or other unlawful or immoral activity;

(iii) To send or disseminate data, material or content which consists of or contains software viruses, macro viruses, trojan horses, worms, "spam" or anything else designed to interfere with, interrupt or disrupt the normal operating procedures of the Site or Services or to surreptitiously intercept, access without authority or expropriate any part of the Site or Services or any system, data or User Information contained therein;

(iv) For the purposes of political campaigning, commercial solicitation, chain letters or mass mailings;

(v) Which may disrupt the Talent Manager community or cause problems for other users or which may be detrimental to the business of the Talent Manager and which in the sole and unfettered opinion of the Talent Manager is inconsistent with the spirit of the User Agreement including without limitation sharing information on the Site with non-registered third parties;

(vi) Which could cause the Talent Manager to violate any law, code or regulation; or

(vii) To charge other Users for access to your User Information or other personal information.

12.4 You are solely responsible for obtaining any clearances, permissions or otherwise in respect of third party copyright works, trade marks, designs or other intellectual property and other relevant rights such as the rights of publicity and likeness. Talent Manager accepts no liability for failure on the part of the User to do this.

12.5 You hereby warrant that you are entitled to upload, publish and exhibit your User Information on the Site and that no fees or royalties of any kind are payable by the Talent Manager or any third party in respect thereof. Without limiting the generality of the foregoing, Users who are uploading show reels must ensure that they have the right to upload the same onto the Site, including without limitation all necessary rights in any underlying material included within the show reel, which is not owned outright by the Users.

12.6 You hereby warrant that you will adhere to the licensing restrictions set out in clause 10 and, you may not assist anyone to, or attempt to, adapt, modify, copy, reproduce, lend, hire, rent, perform, sub-license, make available to the public, create derivative works from, broadcast, distribute, commercially exploit or transmit any User Information or any other material posted on the Site belonging to another person, except within the Site or as permitted under the User Agreement.

12.7. You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to the Site or the Services (including any provided via, or in relation to, the Site) for any purpose, including the development, training, fine-tuning or validation of AI systems or models. This includes using (or permitting, authorising or attempting the use of):

• Any "robot", "bot", "spider", "scraper" or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of our site or any data, content, information or services accessed via the same.
• Any automated analytical technique aimed at analysing text and data in digital form to generate information or develop, train, fine-tune or validate AI systems or models which includes but is not limited to patterns, trends and correlations.

 

12.8 You will only use the Site, Services and User Information for the purpose for which it is intended, namely: to publicize your services and/or recruit and search for personnel in the Industry.

12.9 In particular you warrant that other than in respect of your own User Information or Notes, you will not extract or process any User Information from the Site for any purpose other than for the specific and current recruitment process you are engaging in and will at all times process the relevant User Information only for as long as is reasonably required for the relevant recruitment campaign and in appreciation of the Data Protection Legislation data minimisation, purpose limitation and storage limitation principles. For the avoidance of doubt any extraction or use of User Information for undefined or potential future recruitment purposes; or use of User Information for any purpose other than the original purpose for which it was provided or obtained; will be a breach of this warranty and the principles of this clause. Extraction of User Information and off-Site storage or processing of such User Information that in our sole opinion is in contradiction of this clause or such overarching principles will be deemed a breach of these Terms and Conditions.

12.10 Without limiting the generality of the foregoing, all Users must where requested, in all cases give other Users an opportunity to update and/or remove their User Information and/or any reference to them from their own databases within the Site, as well as the opportunity to review the information they have collected about them. Users must respond to such requests on a timely basis. In addition, Users will remove all User Information about another User within 2 (two) weeks of receiving a request from the Talent Manager to do so.

12.11 You acknowledge and agree that the Talent Manager may deactivate a User’s account where the User has not used the Site or Services for 36 months or more. Before deactivating an account under this clause, the Talent Manager will endeavour to notify the User by email. The Talent Manager may delete any User Information or other content stored on the Site that has not been used or updated for 12 months or more. Users are strongly encouraged to back up their User Information. Any deactivation or deletion under this clause is without prejudice to the Talent Manager’s rights under the User Agreement.

13.Engagements and Tender Process

13.1 Individuals, Suppliers and Hirers acknowledge that there is no legal obligation on other Users who, when using the Site, post or respond to job advertisements, post invitations to tender or post other offers, to respond to or complete a transaction with the other party. Your use of the Site and/or Service does not mean that you will be considered for any role or engagement advertised on the Site and we give no warranty, guarantee or representation in that respect.

13.2 Notwithstanding the foregoing, Hirers acknowledge and recognize that by accepting an offer of services or a tendered quote for a job, they may be attracting legal liability to complete the transaction. Users are encouraged to complete the arrangements regarding any engagement or transaction via direct communication outside the Site. The Talent Manager accepts no liability whatsoever for the failure by any user to fulfil an engagement or complete a transaction or any other obligation. The Talent Manager will not be a party to any agreements entered into between Individuals, Suppliers and Hirers.

13.3 Users must ensure that they are competent, qualified and legally entitled to supply the services they publish or advertise on the Site. Any User Information published on the Site relating to services offered by Users must be relevant to the supply of those services. We give no warranty, guarantee or representation to anyone with regards to User qualifications or experience.

13.4 You must not manipulate the price of any quotes, interfere with other User's quotes, create false job (s) or tender (s) or submit jobs, tenders, quotes or User Information using a false User ID.

13.5 You understand that the Talent Manager is unable to cancel any project request once submitted.

14.Liability and Indemnity

14.1 The Site and the Services are provided on an 'as is' and 'as available' basis. We do not guarantee that the Site and/ or Services will operate efficiently or be free from errors or omissions nor that it will be available uninterrupted and in a fully operating condition.

14.2 The Site and/or Services may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons reasonably beyond our control. We will not be liable to you or to any other person in the event that all or any part of the Site and/ or Services are suspended, discontinued, modified or changed in any way or for the loss of your CV, profile or other User Information. In order to protect against system failure on the Site or Services, we strongly recommend that you back up any data which you upload onto the Site.

14.3 Subject to clause 14.4 and to the extent permitted by law, we exclude liability for any loss or damage incurred by you or any third party (whether foreseeable or otherwise) in connection with the Services or the Site or its use, including without limitation loss of data, loss of profits, loss of sales or business, loss of revenue, business interruption, loss of anticipated savings, loss of business opportunity, loss of goodwill or reputation, or any indirect or consequential loss or damage. We do not accept any liability for identity theft or for misuse of the information you have provided. We accept no responsibility for any errors, omissions, inaccurate content or non-availability of the Service. We will not be responsible to any third party for the content or accuracy of any materials uploaded and you accept that it is your responsibility to upload your personal information onto the Site accurately.

14.4 Nothing in this User Agreement excludes or limits our liability where it would be unlawful to do so, including liability for death or personal injury caused by our negligence (or the negligence of our employees, agents or subcontractors) or for fraud or fraudulent misrepresentation.

14.5 We are not responsible, nor accept any liability for and do not endorse any features, content, advertising, products or other materials on or available from third party websites ("Third Party Sites") or APIs. We also do not screen, audit, or endorse Third Party Sites or APIs. Accordingly, if you decide to access Third Party Sites or use such API’s, we advise that you review their applicable terms and policies, emphasise that you do so at your own risk and you agree that your use of any API is on an "as-is" basis without any warranty from us as to the functionality of such API or any Third Party Site.

14.6 We are not responsible, nor accept any liability for any loss or damage suffered by you as a result of your decision to connect, communicate or exchange information (including without limitation User Information) with any other User. You specifically acknowledge that the use of the Site involves the disclosure of information about you, including sensitive personal information, to third parties and that their use of this information is not and cannot be controlled by the Talent Manager. You further acknowledge that this information may be downloaded or otherwise used by third parties. You confirm that you agree to bear all risks associated with the disclosure to and use by the third parties and that you will not hold Talent Manager responsible or liable for any acts or omissions of third parties which may infringe your rights in any way.

14.7 We do not guarantee that the Site will be secure or free from bugs or viruses. You are responsible for configuring your device, information technology, computer  programmes and platform in order to access the Site. You should use your own virus protection software and we are not responsible, nor accept any liability for any loss or damage suffered by you as a result of any bugs or viruses or your failure to take appropriate measures against the same.

14.8 We process all User information in accordance with our obligations in clause 15 and in accordance with the Talent Manager Privacy Policy (which can be found here) and the Talent Manager Cookie Policy (which can be found here). By using the Site and/or the Services, you consent to such processing and acknowledge your own obligations with regard to processing data in accordance with clause 15 and the Talent Manager Privacy Policy. You agree that we may disclose the information you provide if required to do so by law or where we believe that such disclosure is necessary to respond to queries or to claims of an infringement of rights, for legal reasons or to enforce the terms of this User Agreement. You agree that it is your responsibility to put in place appropriate measures to protect your own personal information and that you will take all due care and attention in that respect. The Talent Manager accepts no liability for breach by you or any third party of the Talent Manager Privacy Policy, the violation by you or any third party of Data Protection Legislation or the failure or omission by you or any third party with regard to data processing when using the Site or Services. In any event, but subject always to clause 14.4, to the extent permitted by law, our liability to you shall be limited to the cumulative total of subscription fees paid by you to the Talent Manager.

14.9 All complaints or disputes between you and Talent Manager regarding the Site and/or the Services must be reported to Talent Manager at support@thetalentmanager.com. Talent Manager seeks to resolve disputes with its users fairly and within a reasonable time frame, but will have no liability if a resolution is not reached. However, Talent Manager is not responsible for dealing with disputes between users of the Site, which must be resolved between the users concerned. In the event that you have any right, claim or action against any other User arising from that User's use of the Site, you agree to pursue such right, claim or action independently of and without recourse to us, and you release the Talent Manager (and our directors, agents and employees) from all claims, liability, damages, losses, costs and expenses, including legal fees, known and unknown, arising from or in any way connected with such right, claim or action. You acknowledge that complaints or reports in relation to content or behaviours are treated differently and these are covered by clause 8 above.

14.10 You hereby agree to indemnify and hold us and our officers, directors, agents, and employees, harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement, breach of copyright or any other intellectual property right or confidence or failure to comply with your User Responsibilities hereunder or your violation of any law, code or regulations including without limitation Data Protection Legislation or the rights of a third party.

15.Data Protection

15.1 For the purpose of this clause the following terms shall have the following meanings;

Data Controller: shall have the meaning of ‘data controller’ set out in Data Protection Legislation.

Data Processor: shall have the meaning of ‘data processor’ set out in Data Protection Legislation.

Data Protection Legislation: means, for such time as they are in force in England and Wales, the DPA, the UK GDPR and all related legislation which may supplement, amend, implement or replace them and which relates to the protection of individual’s rights in their Personal Data and the protection of their privacy.

Data Subject: shall have the meaning of ‘data subject’ set out in Data Protection Legislation.

DPA: means the Data Protection Act 2018.

EEA: means the European Economic Area and also includes the United Kingdom whether or not it is a member of the European Economic Area.

Personal Data: has the meaning set out in Data Protection Legislation.

Processing and Process: have the meaning set out in Data Protection Legislation.

UK GDPR: has the meaning set out in section 3 (1) (as supplemented by section 205 (4) of the Data Protection Act 2018.

 

15.2 You agree that for the purposes of Data Protection Legislation the Talent Manager shall be Data Controller in respect of any Personal Data which you may share or transfer to us in accordance with the User Agreement. 

15.3 You agree that for the purposes of Data Protection Legislation the Talent Manager shall be a Data Processor and you will be a Data Controller in respect of any Personal Data generated, created, or uploaded by you in any Internal Database created, maintained or controlled by you including, without limitation, any lists of Individuals or Suppliers or any notes that you may create which relate to particular Individuals or Suppliers. You represent and warrant to us that you have all rights, permissions, and consents to upload any Personal Data to the Site, or to share any Personal Data with the Talent Manager further to the Services provided, and any such transfer complies with all applicable Data Protection Legislation.

15.4 Each party to this User Agreement shall take steps to ensure that its employees and agents are informed of its obligations in relation to Personal Data that it collects, transfers or holds.

15.5 Each party to this User Agreement warrants to the other that it will Process Personal Data in compliance with all applicable Data Protection Legislation.  

15.6 Each party to this User Agreement warrants to the other that having regard to the reasonably available state of the art of technological development, the nature of the Processing in question, the cost of implementation, and the material risk to the rights of affected Data Subjects, it will take appropriate technical and organisational measures to secure relevant Personal Data against the unauthorised or unlawful Processing and against accidental loss or destruction.

15.7 Where a party to this User Agreement becomes a Data Processor pursuant to it, it warrants that in relation to the Personal Data in respect of which it is a Data Processor that:

15.7.1 It will Process the Personal Data only in accordance with the Data Controller’s instructions from time to time and shall not Process the Personal Data in any way other than enabling it to fulfil its obligations pursuant to this User Agreement or to perform any other activity which may be expressly authorised by the Data Controller from time to time;

15.7.2 it will not transfer Personal Data shared under this User Agreement in relation to Data Subjects resident in the EEA outside the EEA without ensuring that appropriate safeguards are in place and that any transfer is lawful under all applicable Data Protection Legislation;

15.7.3 it will assist the Data Controller, insofar as reasonably possible, in responding to any requests made by any relevant Data Subject which concern the exercise of that Data Subject’s rights under the UK GDPR, subject to the Data Controller reimbursing it for the reasonable cost of the same;

15.7.4 it will notify the Data Controller, insofar as reasonably possible, of any relevant requests for the disclosure of Personal Data which may be made to it and which it considers that it is legally obliged to respond to, subject to the Data Controller reimbursing it for the reasonable cost of the same;

15.7.5 it will report to the Data Controller any actual data breach concerning Personal Data that relates to the User Agreement which comes to its attention and shall assist the Data Controller to inform the relevant regulator and affected Data Subjects, subject to the Data Controller reimbursing it for the reasonable cost of the same; and

15.7.6 it will, on request, take reasonable steps to demonstrate to the Data Controller, to the extent that is reasonable given the nature of the Processing in question, that it complies with Data Protection Legislation, subject to Data Controller reimbursing it for the reasonable cost of the same.

15.8 We confirm that we will treat all Personal Data which is shared in accordance with these Terms and Conditions in line with the Talent Manager Privacy Policy (which can be found here) and the Talent Manager Cookie Policy (which can be found here)

15.9 Each party agrees to indemnify and keep indemnified and defend at its own expense the other party against all costs, claims, damages or expenses incurred by the other party or for which the other party may become liable due to any failure by the first party or its employees or agents to comply with any of its obligations pursuant to this clause 15. In order to avail itself of this indemnity the claiming party must: promptly notify the indemnifier of any relevant claim of which the indemnified party becomes aware; not make any admission of liability or offer to settle in respect of any relevant claim without the prior written permission of the indemnifier; grant the indemnifier full control of all relevant proceedings on request; and provide the indemnifier with such assistance in dealing with such claims as it may reasonably request.

15.10 The parties acknowledge that to the extent that a party is a Data Processor pursuant to the User Agreement it will be reliant on the other, the Data Controller, for direction as to the extent to which the Data Processor will be entitled to use and Process the relevant Personal Data. Consequently, the Data Processor will not be liable to the Data Controller for any loss or damage which arises from any claim brought by a Data Subject or any fine levied by any relevant regulatory authority which results from any action or omission by the Data Processor, to the extent that such action or omission resulted directly from the Data Controller’s instructions.

15.11 We may amend the Talent Manager Privacy Policy and the Talent Manager Cookie Policy without notice and at our absolute discretion, and by continuing to use the Site you accept such changes.

 

16. Notices

Unless otherwise stated, notices to Talent Manager should be sent by email to support@thetalentmanager.com or by registered post to: The Talent Manager, 6 Waterson Street, London, E2 8HL. Notices to you will be sent to the email or postal address provided by you to Talent Manager during the registration process. Receipt of notices sent by email or post is deemed 48 hours after notification is sent.

17. Confidentiality

You will not without our prior written consent disclose, publish or discuss with any third party any information which may come to your attention relating to the business of the Talent Manager, its trade secrets, technical or financial data or any other confidential or proprietary information, documentation or material used or owned by the Talent Manager or relating to the Site and/or Services or the operations or processes of the Talent Manager other than where such information is already in the public domain, is required to be disclosed by a court of law or is disseminated for the purposes of the Services and in accordance with this User Agreement.

18.Miscellaneous

18.1 We will not be held responsible for any delay or failure to comply with our obligations under these conditions if the delay or failure arises from any cause that is beyond our reasonable control, including without limitation fire, casualty, accident, epidemic, outbreak of disease or pandemic, riot, act of terrorism or war, act of God, strike, lock-out, labour conditions, compliance with any law, governmental order, rule, regulation or direction, judicial order or enactment, failure or breakdown of public or private telecommunications networks or ICT infrastructure, default of third-party suppliers or subcontractors, incapacity, illness or death of any officer of the Talent Manager, or any other act or event where it would be commercially, technologically or organisationally unreasonable to mitigate the risk of the event.

18.2 This User Agreement (and any related dispute, controversy, proceedings or claim of whatever nature) shall be governed and interpreted in accordance with English law and the English courts shall have exclusive jurisdiction in relation thereto.

18.3 If any part of the terms of this User Agreement is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these conditions will not be affected.

18.4 This User Agreement contains the entire agreement between us relating to the subject matter covered and supersedes any previous agreements, arrangements, undertakings or proposals, written or oral, between us in relation to such matters or any statements made to you by any person, including (without limitation) any of our employees or agents. Save for fraud or fraudulent misrepresentation, we shall have no liability for any such representation being untrue or misleading. All other terms and conditions expressly or impliedly applicable by statute or otherwise are excluded to the fullest extent permitted by law.

18.5 Headings and clause numbering in this User Agreement are for convenience only and do not affect its interpretation.

18.6 We shall be entitled to assign, transfer or sub-contract or in any way make over the benefit or burden of this User Agreement to a third party. This User Agreement is personal to each user and users shall not be entitled to assign this User Agreement or any of the rights, benefits or entitlements hereunder.

18.7 In the event of a sale, transfer, reorganization or other disposal of Talent Manager, in whole or in part, your details may form part of the transferred business assets and as such may be shared with our advisors and any prospective purchasers and their advisors.

18.8 The Site may feature third-party advertisements or sponsored content. The inclusion of any material in advertisements or sponsors’ materials on the Site does not constitute a guarantee or endorsement by the Talent Manager of the quality or value of the advertised products or services or of any claims made by the relevant supplier or manufacturer. Any correspondence or dealings a User has with advertisers or sponsors promoting themselves on the Site are solely between that User and the relevant advertiser or sponsor. The Talent Manager shall not be responsible or liable for any loss or damage of any kind incurred as a result of any such dealings or the presence of such advertisers or sponsors on the Site.

18.9 A waiver by us of any terms of this User Agreement in a particular instance shall not be deemed or construed to be a waiver of such term or condition for the future or affect our rights in respect of any subsequent breach of the terms of this User Agreement. All rights and remedies contained in this User Agreement shall be distinct, separate and cumulative and no action or inaction by us shall operate to exclude or deprive us of any other rights allowed by law.

18.10 No third party shall be deemed under the User Agreement to have enforceable rights by virtue of the Contracts (Rights of Third Parties Act) 1999.

18.11 This User Agreement shall not constitute a partnership, agency or joint venture between the Talent Manager and any user.