1. Acceptance & Scope
These Terms of Service (“Terms”) form a binding agreement between you and Staffactory LLC, a Delaware limited liability company (“Staffactory,” “we,” “us,” or “our”), governing your access to and use of the Staffactory website, portal, mobile applications, and related services (collectively, the “Services”).
You accept these Terms by (a) creating a Staffactory account, (b) submitting an application through Staffactory, (c) signing a Right to Represent (“RTR”) sent by Staffactory, or (d) otherwise using the Services. If you do not agree, do not use the Services.
You must be at least 18 years oldand legally able to enter into this agreement. Your electronic signature (typed name, clickwrap, or other affirmative action) is binding under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN, 15 U.S.C. § 7001 et seq.) and comparable state laws such as the Uniform Electronic Transactions Act (UETA).
2. Services We Provide
Staffactory is a staffing and recruiting company. We help candidates connect with client companies that have open roles (contract, contract-to-hire, direct-hire, or temporary) and help client companies fill those roles. Typical activities include:
- Hosting candidate profiles, resumes, and related documents;
- Matching candidates with open client roles;
- Drafting and transmitting Right-to-Represent (RTR) forms;
- Facilitating interviews, reference checks, and background checks;
- Negotiating pay rates and contract terms between candidates and clients;
- Where applicable, employing candidates as W-2 employees of Staffactory and placing them at client sites.
Agent, not employer. Unless you and Staffactory have signed a separate written employment agreement, Staffactory is not your employer and is acting as your agent in presenting you to client companies. The client company is responsible for its own hiring decisions, working conditions, and compensation offers.
3. Eligibility & Your Representations
You represent and warrant that:
- You are authorized to work in the United States for the role(s) to which you apply;
- All information you provide (including resume, employment history, education, certifications, references, and demographics) is truthful, accurate, and complete;
- You have the right to share any information and documents you upload, including resumes, certifications, and references;
- You are not currently subject to any non-compete, non-solicitation, confidentiality, or similar restriction that your use of the Services or acceptance of a placement would breach; and
- You have not been debarred or excluded from participation in any federal contract, healthcare program, or similar program that would disqualify you from roles you apply to.
Misrepresentation. Any material misrepresentation (including falsified employment history, forged documents, or inaccurate work authorization) is a material breach of these Terms, grounds for immediate termination of your account, immediate withdrawal of any placement, and may expose you to liability under Section 12.
Continuing duty. You agree to keep your information current. If any representation becomes inaccurate (for example, your work authorization status changes, a professional license lapses, or a non-compete is signed with another employer), you will update your profile and notify your recruiter promptly and in any event before accepting a placement that would be affected.
4. Authorization to Represent (RTR) & Non-Circumvention
Authorization. When you sign a Right-to-Represent form, you authorize Staffactory to present your candidacy for the named role to the named client company, and to share with that client all information you have provided, including resume, contact details, work history, pay expectations, and the RTR itself. You may sign concurrent RTRs with other staffing firms for different client roles, but you may not authorize another staffing firm to represent you for the same role with the same client during the 90 days following your signed RTR with us.
Non-circumvention. If Staffactory introduces you to a client and you are ultimately hired, engaged, or otherwise placed by or with that client (including any parent, subsidiary, or affiliate) within twelve (12) monthsof that introduction, you agree that Staffactory is the procuring cause of the placement. You will not accept any such placement on direct terms with the client that circumvent Staffactory’s fee arrangement with the client. This provision does not restrict where you work after a legitimate placement ends — it only prevents deliberate circumvention of the introduction.
Notification of placement. If you are hired, engaged, or offered a placement by a client to whom we introduced you (whether through us or directly), you will promptly notify us in writing at contact@staffactory.com and provide reasonable cooperation regarding the timing, terms, and identity of the engaging entity for our records.
5. Background Checks, References & Verifications
You consent to Staffactory or any client company ordering a background check, reference check, credit check, criminal- history check, drug screen, or education/employment verification in connection with a potential placement. Any consumer report ordered in your name will comply with the Fair Credit Reporting Act (FCRA), 15 U.S.C. § 1681 et seq., including the separate written disclosure and authorization required by 15 U.S.C. § 1681b(b)(2). You may request a copy of any consumer report ordered on you and a copy of the FCRA Summary of Rights.
You understand that certain roles are subject to additional regulatory screening (e.g., DOT compliance for transportation, OIG exclusion checks for healthcare, public-trust or security-clearance reviews for federal placements, fingerprint checks for childcare or financial-services roles) and you will cooperate with those screens in good faith.
Refusal to consent to a screen lawfully required for a role is not a breach of these Terms, but it may make you ineligible for that role.
6. Fees
You never pay us.Staffactory does not charge candidates for use of the Services, and does not accept fees, deposits, or any other payment from candidates for access to jobs, submissions, placement, or account maintenance. Our fees are paid exclusively by the client companies that engage us. This is consistent with applicable state laws restricting fees to job-seekers (including, where applicable, California Labor Code § 1682 et seq.). If anyone claiming to be Staffactory asks you to pay a fee, report it to us immediately at contact@staffactory.com.
7. Employment Classification
Depending on the role, a placement may be structured as W-2 employment with Staffactory, W-2 employment with the client, 1099 independent contracting with Staffactory or the client, corp-to-corp contracting, or another arrangement. Classification is determined by the facts of the engagement and applicable law (including IRS guidelines and state tests such as California’s ABC test under AB 5). Staffactory does not guarantee any specific classification, and the classification for any placement will be documented in a separate engagement letter or employment agreement.
8. Your Conduct
While using the Services, you will not:
- Upload false, forged, or misleading documents (including fake degrees, altered pay stubs, or impersonated references);
- Impersonate another person, use another person’s identity, or create an account using someone else’s email address;
- Harass, threaten, defame, or discriminate against other candidates, clients, or Staffactory personnel;
- Attempt to access accounts, data, or systems other than your own;
- Reverse-engineer, scrape, or probe the Services, rate limit the API, or attempt to bypass security controls;
- Use the Services in violation of any export-control law (including the U.S. Export Administration Regulations) or sanction regime (including OFAC);
- During the 12 months after a placement ends, contact any of our client personnel you met during the placement for the purpose of soliciting a competing opportunity that would circumvent Staffactory.
9. Intellectual Property & Work Product
Our platform. The Staffactory platform, software, interfaces, content, logos, and trademarks are owned by Staffactory or its licensors and are protected by U.S. and international intellectual-property laws. You receive a limited, non-exclusive, non-transferable, revocable license to use the Services for their intended purpose.
Your content. You retain ownership of the content you upload (resume, documents, profile). You grant Staffactory a worldwide, royalty-free, non-exclusive license to store, process, transmit, translate, format, and display your content to operate the Services, match you with clients, and comply with legal obligations. This license ends when you delete the relevant content, subject to the retention rules in our Privacy Policy.
Work product during placement. Any intellectual property you create during, and within the scope of, an engagement with a client company that you reached through the Services belongs to that client company (or, if you are employed by Staffactory for the placement, to Staffactory, which assigns it to the client per the client agreement). Pre-existing intellectual property that you created before the engagement, and outside its scope, remains yours. If you use any pre-existing IP in client work product, you grant the client a non-exclusive, royalty-free, perpetual license to the minimum extent necessary to use the work product.
10. Disclaimers & No Guarantee of Placement
The services are provided “as is” and “as available.” to the maximum extent permitted by law, Staffactory disclaims all warranties, express, implied, statutory, or otherwise, including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising out of course of dealing or usage of trade.
Staffactory does not guarantee that you will be placed in any role, that any role will pay any specific rate, or that any placement will last any specific duration. Rates and terms are set by the client. Decisions to hire, not hire, continue, or end a placement are made by the client, subject to applicable law.
11. Limitation of Liability
to the maximum extent permitted by law, Staffactory’s total liability to you for all claims arising out of or relating to these Terms or the Services, whether in contract, tort, statute, or otherwise, will not exceed the greater of (a) one hundred U.S. dollars ($100) or (b) the total amount of fees you have actually paid Staffactory in the twelve (12) months preceding the claim (which, for candidates, is generally zero).
Staffactory will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost wages, lost opportunities, or lost goodwill, even if advised of the possibility of such damages.
Some jurisdictions do not allow the exclusion or limitation of certain damages, so portions of this section may not apply to you. This section does not limit liability that cannot be limited under applicable law (e.g., gross negligence, willful misconduct, or fraud).
12. Indemnification
You will indemnify, defend, and hold harmless Staffactory, its officers, directors, employees, agents, affiliates, and successors from and against any claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to (a) your breach of these Terms; (b) any misrepresentation in your application, RTR, or profile; (c) any claim that your content infringes a third party’s intellectual-property or privacy rights; and (d) any FCRA, tax, or immigration claim arising from inaccurate information you provided. Staffactory may, at its option and expense, assume the exclusive defense and control of any matter subject to indemnification by you.
13. Arbitration & Class-Action Waiver
please read this section carefully. it limits how disputes between you and Staffactory can be brought.
Except as set out in the carve-outs below, any dispute, claim, or controversy arising out of or relating to these Terms or the Services (a “Dispute”) will be resolved by binding individual arbitrationadministered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules and, for employment-related Disputes, its Employment Arbitration Rules. Arbitration will be conducted by a single arbitrator, in English, in the federal judicial district where you reside or, at your election, remotely by videoconference. The arbitrator, and not any federal, state, or local court, has exclusive authority to resolve any Dispute, including the scope, enforceability, or formation of this arbitration provision.
You and Staffactory each waive the right to bring or participate in a class action, collective action, or representative proceeding, and waive the right to a trial by jury. Disputes may only be brought on an individual basis.
Carve-outs. Either party may bring a claim in small-claims court if it qualifies, and either party may seek temporary injunctive relief in a court of competent jurisdiction to protect intellectual-property rights, confidential information, or to prevent unauthorized use of the Services. Claims brought under applicable whistleblower statutes are carved out to the extent required by law.
Opt-out. You may opt out of this arbitration agreement by sending written notice (email or mail) to contact@staffactory.com with the subject line “Arbitration Opt-Out” within thirty (30) days after creating your Staffactory account. The notice must include your full legal name, email on file, and a clear statement that you are opting out. Opting out does not affect any other part of these Terms.
14. Governing Law & Venue
These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. For any claim not subject to arbitration under Section 13, the state and federal courts located in New Castle County, Delaware have exclusive jurisdiction and venue, and you consent to personal jurisdiction there. If applicable law requires a different forum (e.g., for certain employment claims by a resident of another state), that law controls to the minimum extent required.
15. Modifications
We may update these Terms from time to time. When we do, we will post the updated version with a new effective date and (for material changes) notify you by email to the address on your account at least thirty (30) days before the changes take effect. Your continued use of the Services after the effective date constitutes acceptance of the updated Terms. If you do not agree, stop using the Services and contact us to close your account.
16. Termination
You can close your account at any time by contacting contact@staffactory.com. Staffactory may suspend or terminate your account, with or without notice, for (a) material breach of these Terms; (b) misrepresentation in your profile or RTR; (c) inactivity for more than 24 months; (d) fraud, security concerns, or risk to other users; or (e) when required by law. Sections that by their nature should survive (including 4, 8, 9, 11, 12, 13, 14, 17, 19, 20, 21, and 23) survive termination.
17. General Provisions
Entire agreement. These Terms, our Privacy Policy, and any engagement letter or employment agreement we sign with you form the entire agreement between you and Staffactory and supersede any prior understanding on the same subject.
Severability. If any provision is held unenforceable, the rest remains in force and the unenforceable provision is modified to the minimum extent necessary to be enforceable (except that if the class-action waiver in Section 13 is held unenforceable for any Dispute, the entire Section 13 is void for that Dispute and the Dispute proceeds in court).
No waiver. Our failure to enforce any provision is not a waiver of future enforcement.
Assignment. You may not assign these Terms. We may assign them to an affiliate (as defined in Section 19) or in connection with a merger, acquisition, financing, or sale of assets, in whole or in part.
Notices. We may send notices to the email address on your account. Legal and other formal notices to us must go to contact@staffactory.com and will be effective on receipt. Notices delivered by certified mail or recognized overnight courier to our principal place of business are also effective on receipt.
Headings. Section headings are for convenience and do not affect interpretation.
Independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between you and Staffactory other than as expressly described in Section 2 and Section 7.
Third-party beneficiaries. There are no third-party beneficiaries to these Terms, except that the Affiliates described in Section 19 and the indemnified parties described in Section 12 are intended beneficiaries and may enforce the relevant provisions directly.
Construction. These Terms are the joint product of the parties. Any rule of construction that ambiguities must be resolved against the drafter does not apply.
18. Equal Opportunity Statement
Staffactory is an equal opportunity service. We do not discriminate against candidates, employees, or applicants on the basis of race, color, religion, sex (including pregnancy, sexual orientation, or gender identity), national origin, age (40 or older), disability, genetic information, veteran status, or any other characteristic protected under Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, the Age Discrimination in Employment Act, the Genetic Information Nondiscrimination Act, the Uniformed Services Employment and Reemployment Rights Act, or applicable state or local law. Requests for reasonable accommodation in the application process may be sent to contact@staffactory.com.
19. Affiliated Entities and Brand Names
Definition.“Affiliate” means any entity that, now or in the future, directly or indirectly controls, is controlled by, or is under common control with Staffactory LLC, including any parent, subsidiary, sister company, successor entity, joint venture, or business unit operated under a different brand, trade name, “doing business as” designation, or domain. “Control” for this purpose means the power to direct the management and policies of an entity, whether through ownership of voting securities, by contract, or otherwise.
Use across Affiliates. You acknowledge and agree that Staffactory may, in its discretion, conduct recruiting and staffing operations through additional brand names, trade names, or Affiliates in the future, including for distinct industries, regions, or service offerings. The information you provide to Staffactory (including your profile, resume, application history, RTR records, EEO data, background-check authorizations, and electronic signatures) and the consents you grant under these Terms and our Privacy Policy extend to each Affiliate for the same purposes described in these Terms and the Privacy Policy, with the same protections, restrictions, and retention rules. No new consent or registration is required for an Affiliate to use your information consistent with this Section, except where applicable law requires separate consent (in which case the Affiliate will obtain it before relying on the data for the regulated purpose).
Branding.An Affiliate may operate under a different brand than “Staffactory.” Where a communication is sent to you under an Affiliate brand, that communication is governed by these Terms and our Privacy Policy as if sent by Staffactory directly. The Affiliate may identify itself in communications by either its legal entity name or its operating brand.
Successor entities.If Staffactory undergoes a corporate transaction (including a merger, acquisition, reorganization, financing, or sale of assets, in whole or in part), these Terms and the consents you have granted continue to bind the successor entity and its Affiliates without further action by you, subject to your rights under applicable law and to Section 17 (“Assignment”).
Liability scope. The limitation of liability in Section 11, the indemnification in Section 12, and the disclaimers in Section 10 apply to each Affiliate and its officers, directors, employees, and agents, who are intended third-party beneficiaries of those Sections.
20. Confidentiality
Client and placement information.In the course of using the Services or accepting a placement, you may receive non-public information about Staffactory or a client company, including job descriptions not yet publicly posted, pay-rate ranges, organizational charts, interview feedback, business strategy, customer lists, source code, and other confidential or proprietary information (collectively, “Confidential Information”). You will (a) hold Confidential Information in strict confidence, (b) use it only for the purpose of evaluating or performing the placement, and (c) not disclose it to any third party (including a competing staffing firm) without prior written consent.
Carve-outs. Confidential Information does not include information that is or becomes publicly available through no fault of yours, was lawfully in your possession before disclosure, or is disclosed in response to a valid subpoena or court order (provided you give us reasonable advance notice when permitted by law so we can seek a protective order).
No NDA waiver. Where a client requires you to sign a separate non-disclosure or confidentiality agreement, that separate agreement is in addition to (and not in lieu of) this Section 20.
Whistleblower carve-out.Nothing in this Section, or in any other section of these Terms, prohibits you from reporting suspected violations of law to a government agency or making other protected disclosures under applicable whistleblower statutes. Notice required by 18 U.S.C. § 1833(b) (Defend Trade Secrets Act): an individual is not subject to civil or criminal liability under any federal or state trade-secret law for disclosure of a trade secret made (i) in confidence to a federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if filed under seal.
21. Tax Responsibility
You are solely responsible for any taxes (including federal, state, and local income tax, self-employment tax, sales tax, and similar levies) on amounts you earn through a placement, except where Staffactory employs you on a W-2 basis and is legally responsible for withholding and remittance.
You agree to provide accurate tax-identification information (Form W-9 for U.S. persons, Form W-8BEN or W-8BEN-E for non-U.S. persons, or other equivalent documentation) when requested. You are responsible for the accuracy of the information on those forms and for keeping it current. If you are paid as an independent contractor and you classify yourself differently than the engaging entity classifies you, you will indemnify the engaging entity for any resulting liability under Section 12.
Staffactory does not provide tax, legal, or accounting advice. You should consult your own advisors with respect to your specific situation.
22. Force Majeure
Neither party is liable for any delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, fire, flood, severe weather, pandemic, epidemic, public-health emergency, war, terrorism, civil unrest, government action or restriction, embargo, sanctions, strike or other labor dispute, internet or telecommunications outage, cloud or hosting-provider outage, or supply-chain disruption (each, a “Force Majeure Event”). The affected party will use reasonable efforts to resume performance promptly. If a Force Majeure Event continues for more than ninety (90) days, either party may terminate the affected obligation on written notice.
23. Anti-Corruption, Sanctions, and Export Controls
Anti-corruption. You will comply with all applicable anti-corruption and anti-bribery laws, including the U.S. Foreign Corrupt Practices Act (FCPA) and similar state and foreign laws. You will not, directly or indirectly, offer, promise, give, or authorize the giving of anything of value to any government official, political party, candidate, or private-sector counterparty for the purpose of (a) influencing an official act or decision, (b) inducing a person to do or omit any act in violation of a duty, or (c) securing any improper advantage in connection with the Services or a placement.
Sanctions.You represent that you are not (and are not owned or controlled by, and are not acting on behalf of) any person or entity (i) listed on the U.S. Department of Treasury Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals or other sanctions list, (ii) located in or a national of a comprehensively sanctioned country or territory, or (iii) otherwise restricted under applicable U.S. or foreign sanctions laws. You will not use the Services in violation of any sanctions regime.
Export controls.The Services and any information transmitted through them may be subject to U.S. export-control laws, including the Export Administration Regulations (15 C.F.R. Parts 730–774). You will not export, re-export, or transfer (including by access from a restricted location) any portion of the Services or any related information in violation of those laws.
Federal placements. If you are placed at a federal contractor, federal grantee, or federal agency, additional requirements may apply (including E-Verify participation, OFCCP recordkeeping, drug-free workplace rules, and conflict-of-interest disclosures), and you will cooperate with those requirements as a condition of the placement.
24. Notice and Cure
Before starting any arbitration or court proceeding (other than the carve-outs in Section 13), the party intending to assert a claim will give the other party written notice describing the claim, the relief sought, and the claimant’s contact information, sent to contact@staffactory.com (for claims against Staffactory) or to the email address on your account (for claims against you). The receiving party has thirty (30) days from receipt of the notice to attempt to resolve the claim in good faith. If the claim is not resolved within that period, the claimant may proceed under Section 13 or, where applicable, Section 14. Compliance with this Section is a condition precedent to arbitration or litigation.
25. Contact
Staffactory LLC
Email: contact@staffactory.com
See also our Privacy Policy for details on what we collect, how we use it, and the rights you have under U.S. state privacy laws.