TERMS OF USE

TERMS OF USE

Effective Date: April 7, 2021

At MSG Staffing, Inc. (“MSG” or “we”), we are dedicated to providing our customers/applicants/candidates with outstanding customer service and uncompromising privacy protection.  For this reason, we believe you should understand the terms of use that we have adopted to help us provide you with that level of service. Our Terms of Use establish your rights and obligations as a user of our website.

Binding Agreement

Our website and any of the services provided by MSG in connection with the website, including all of the job placement and search features and capabilities offered by MSG, (the “Services”) are being provided to you expressly subject to these Terms of Use. Please read these Terms of Use carefully. By accessing our website, you agree to be bound by these Terms of Use.

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY, AS THESE TERMS OF USE REQUIRE YOU TO SUBMIT ARBITRATION TO RESOLVE ANY AND ALL DISPUTES BETWEEN YOU AND MSG AS WELL AS WAIVER OF RIGHTS.

General Rules of User Conduct

It is our goal to make the use of our website and Services a good experience for all of our users.  As such, by using our website and Services you hereby agree not to do any of the following:

  • conduct or promote any illegal activities while using the website or Services;
  • fail to comply with all applicable laws while using our website or Services;
  • post on or through the website, or transmit to any other user or MSG employee, agent, or representative, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive, or illegal material;
  • post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights;
  • post, distribute, or reproduce any material that infringes or violates another party’s rights (including, but not limited to, intellectual property rights and rights of privacy and publicity).
  • attempt to reverse engineer or jeopardize the correct functioning of the website or Services, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies our website;
  • attempt to gain access to secured portions of the website or Services to which you do not possess access rights;
  • upload or transmit any form of virus, worm, Trojan horse, or other malicious code;
  • use any automatic or manual process to search or harvest information from the website or Services, or to interfere in any way with the proper functioning of the website or Services;
  • send junk or unsolicited mail or other communications, ‘phishing’ or ‘scamming’; or
  • impersonate another user or provider.

Credentials

When you create your account, you undertake to share the information required to process your orders/applications as requested online, including, your surname, first name (or corporate name of your company), address, phone number, and valid email. This data shall be processed in accordance with our Privacy Policy, where we describe how we manage, process and store your data in the context of providing our services. You are responsible for the consequences of false or inaccurate information you have shared with us.

You shall keep confidential and secure all credentials, User IDs and passwords associated with your account (including the master account and any attached sub-accounts), and to immediately notify us of any unauthorized use of your account, or of any theft or loss of credentials allowing access to the account. You agree not to provide your User ID or password to any unauthorized third party. Each account is personal and can only be accessed and used by you or the users duly authorized by you. You recognize and acknowledge that you may be liable for any unlawful, wrongful or fraudulent use of the account, and you shall indemnify and hold us harmless as set forth in these Terms of Use. We reserve the right to request proof of your identity or authority before granting access to your account.

You represent and warrant that all information submitted in connection with the establishment and use of your account will be accurate.

You acknowledge any unauthorized use of credentials, User IDs or passwords by or on behalf of you will constitute a material breach of these Terms of Use.

Content

You shall be solely and wholly liable (i) for any data, information or content sent by you through the website or Services, including if such content is provided by a third party, such as an SMTP relay or via the routing of an entire infrastructure (the “Content”), and (ii) for the Content’s compliance with the regulations in force in accordance with these Terms of Use.

You acknowledge that we have the right, but not the obligation, to monitor the website and Services and any Content submitted. To comply with legal obligations in this respect, we may take any actions including, without limitation, removing Content or denying routing of certain data that we reasonably believe are necessary to prevent unlawful activity in connection with the website or Services, but have no affirmative duty to so, as the affirmative duty rests solely with you.

You expressly acknowledge and agree that MSG shall not be liable for any loss or destruction of the Content and that you shall be responsible for ensuring that you have proper backups thereof.

You acknowledge and agree your use of our website and/or Services is entirely voluntary and at your sole risk.  MSG does not make any guarantee with regard to the website or Services.

Copyrights/Trademarks/Restrictions on Use

All of the pages and screens on the website are owned and controlled by MSG, except as otherwise expressly stated, and are protected by U.S. copyright laws and international treaties. The copyrighted materials on our website include, but are not limited to, the text, design, software, images, graphics, source code, and the content on the website. You are authorized to view the information available on the website for your informational purposes only. You may download copyrighted materials for your personal or internal business purposes only. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material. Except as provided herein, you may not copy, display, distribute, transfer, link to, reproduce, license, frame, alter, create derivative works of or republish all or any portion of the website for any commercial or public purpose without MSG’s prior written consent. You may not use, copy, display, distribute, modify or reproduce any of the trademarks found on the website except as authorized in this paragraph. You may not use any MSG trademark as a link to our website except pursuant to a written trademark license agreement.

During your use of the website or Services, you shall have the nonexclusive, non-assignable, royalty free, worldwide limited right to use the website and/or Services solely for your personal use and subject to the terms herein and any other policies MSG may have, including, without limitation, our Privacy Policy.   You are solely responsible for your compliance with these Terms of Use. You shall not acquire, herein, any license to use the website or Services in excess of the scope and/or duration of the Services. Upon the termination or expiry of the Services thereunder, your right to access or use the Services shall terminate.

By posting, submitting, providing and/or otherwise making available any Content, you expressly grant, and represent that you have a right to grant, to MSG, a royalty-free, sublicensable, perpetual, transferable, non-exclusive, worldwide license to use, sell, reproduce, adapt, translate, sublicense, publicly perform, publicly display, and make derivative works from and otherwise exploit, all such Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for the purposes of posting Content on the MSG websites and distributing such Content to in compliance with applicable data privacy laws. This license continues even if you stop using the website or Services to the maximum extent permitted by applicable laws.

You represent and warrant that you have the rights, power and authority necessary to grant the rights described in this section to Content that you submit, provide, make available or post, via the website or Services, that the use by MSG of Content will not violate any law or infringe the rights of any third party, and that the Content and any other information that you provide to MSG is legal, complete, legitimate, truthful and accurate.

Our website may contain links to websites controlled or offered by third parties (non-affiliates of MSG). MSG hereby disclaims liability for any other company’s website content, products, privacy policies, or security. In the event you choose to use the services available at a linked website, you agree to read and adhere to the policies and terms of use applicable to that website. In addition, any advice, opinions, or recommendations provided by the linked website providers are those of the providers and not of MSG. Your participation in any linked website, including payment for and the delivery or receipt of goods or services, is based solely on the agreement, if any, between you the linked website provider.

Privacy

Our Privacy Policy explains how we collect, use and disclose information that pertains to your privacy. The Privacy Policy forms part of our agreement with you and is incorporated in this Agreement by reference. For full details, please refer to our Privacy Policy.

Any communications between you and MSG, such as email or other correspondence, in which you offer suggestions or comments for improving or modifying our website or Services will be deemed by us to be non-confidential and non-proprietary, and you agree that such information may be used by us without any limitation whatsoever.

Links to Third Party Websites

Our website may contain links to third party websites that are not owned, operated, or controlled by MSG. Therefore, we cannot and do not assume responsibility for the content, privacy policies, or practices of such websites or the companies that own them. Additionally, we cannot and will not censor or edit the content of any third party website. By using our website or Services you expressly relieve us from any and all liability arising from your use of any third party website.

Third Party Products and Services

MSG may from time to time promote or offer services and/or products of a third party.  In no event shall MSG be liable for any incidental, indirect, special, incidental, exemplary, punitive or consequential damages arising out of your purchase, inability to purchase, or use of such third party services or products.

All third parties who utilize the website or Services are solely responsible for compliance with these Terms of Use, MSG’s Privacy Policy, and all applicable laws, including user privacy rights (i.e. CCPA, GDPR, etc.). 

Disclaimer

THE WEBSITE AND SERVICES ARE OFFERED ON AN “AS IS,” “WHERE IS” AND “WHERE AVAILABLE” BASIS, WITH NO WARRANTY OF ANY KIND-WHETHER EXPRESS, IMPLIED OR STATUTORY-INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THIS DOES NOT AFFECT THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.

YOU ACKNOWLEDGE THAT NEITHER MSG NOR ANY OF ITS RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE SERVICES OR THE WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES OR THE WEBSITE, OR AS TO THE TIMELINESS, SEQUENCE, ACCURACY, RELIABILITY, COMPLETENESS OR CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH THE SERVICES AND THE WEBSITE. MSG DOES NOT ENDORSE PRODUCTS OR SERVICES APPEARING ON LINKED WEBSITES OR PURCHASED VIA LINKED WEBSITES (THIS DOES NOT AFFECT ANY MANUFACTURER’S WARRANTIES THAT THE PROVIDERS OF THE LINKED WEBSITES OTHERWISE OFFER.)

EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT OR WHERE THE LAW REQUIRES A DIFFERENT STANDARD, YOU AGREE THAT MSG IS NOT RESPONSIBLE FOR ANY LOSS, PROPERTY DAMAGE OR BODILY INJURY, WHETHER CAUSED BY ACCESS TO OR USE OF THE SERVICES OR THE WEBSITE. TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAW, MSG SHALL NOT BE RESPONSIBLE TO YOU OR ANY THIRD PARTY CLAIMING THROUGH YOU FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL, ECONOMIC OR OTHER DAMAGES ARISING IN ANY WAY OUT OF THE INSTALLATION OR USE OF THE SERVICES, THE WEBSITE, OR ANY ON-LINE SERVICES OR INTERNET BROWSER SOFTWARE, INCLUDING LIABILITY ASSOCIATED WITH ANY COMPUTER VIRUSES WHICH MAY INFECT YOUR COMPUTER SYSTEM.

THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR LOSS, INCLUDING, BUT NOT LIMITED TO, THOSE CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF INFORMATION, WHETHER CAUSED BY SOFTWARE, HARDWARE OR OTHERWISE, AND WHETHER FOR BREACH OF CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED FROM OR THROUGH THE USE OF OUR WEBSITE OR THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR FOR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. THE WEBSITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS.

Section 230 of the U.S. Communications Decency Act (“CDA”) (and the equivalent or similar laws in your jurisdiction) is intended to exclude or limit the liability of online service providers such as MSG, when such online service providers provide or make available access to third party user generated content (see § 230 (c)(1) which states: “No provider or user of an interactive computer service shall be treated as the publisher or speaker of any information provided by another information content provider).”  The decision by MSG to remove or not post or distribute any Content, does not by itself amount to participation in the creation of such Content and, accordingly, does not constitute a waiver of the immunity afforded by the CDA.

Use by Children under the Age of 13

MSG is committed to complying fully with the Children’s Online Privacy Protection Act. Accordingly, if a user of this website is under the age of thirteen, that user is not authorized to provide us with personally identifying information.  Users under the age of thirteen and their parents or guardians are cautioned that the collection of personal information volunteered by unauthorized children online or by e-mail will be treated the same as information voluntarily given by an adult until MSG becomes aware that the user is under the age of thirteen.  This website is not directed at children under the age of 13. If you are younger than 13, please do not provide any personally identifying information in connection with your use of this website.

Access to Services

You may establish one (1) authorized user account through which you will use and access the Services; provided that, you are at least eighteen (18) years old; provided, however, that if you are under the age of 18 or the age of majority in your jurisdiction, you must use the website and Services under the consent and supervision of your parent, legal guardian or responsible adult.

You authorize MSG to use your Content including, without limitation, a valid email address owned or controlled by you (“the User Information”) to communicate with third parties. You agree that any notices, agreements, disclosures or other communications that MSG sends to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing.

You consent to MSG’s use and disclosure of the Content solely in connection with its provision of the Services and in accordance with the terms herein.

Revisions to Terms of Use

MSG reserves the right to revise these Terms of Use at any time without notice, but the most current version of the Terms of Use will always be available to you by clicking on the link at the bottom of the website. If you find the Terms of Use unacceptable at any time, you should discontinue use of the website and Services. By continuing to access the website and Services after the date of any change to these Terms of Use, you agree to be bound by the rules contained in the most recent version of this Agreement.

Termination

MSG may change or discontinue the website or any of the Services at any time without prior notice. We reserve the right to terminate this Terms of Use at our election and for any reason, without prior notice, and these Terms of Use will automatically terminate in the event that you violate any of the terms and conditions set forth below. In the event of any termination, you will immediately cease access to the website and Services.

Indemnification

You agree to defend, indemnify, and hold harmless MSG, its affiliates and its respective directors, officers, employees and agents from and against all claims, losses, damages, costs and expenses, including attorneys’ fees, arising out of your violation of these Terms of Use, Privacy Policy, or misuse of the Services or this website or your account, including such violations or misuses conducted by your employees or agents, if applicable.

Governing Law

These Terms of Use constitute a contract between you and MSG governed by the laws of the Commonwealth of Massachusetts.

MSG’s failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not constitute a waiver of the provision. Neither a course of dealing or conduct between you and MSG nor any trade practices shall be deemed to modify these Terms of Use.

General

Subject, to MSG’s right to amend, which you have an affirmative obligation to keep apprised of, these Terms of Use is the entire agreement between the you and MSG and governs their relationship to the exclusion (to the extent permitted by law) of any other terms and conditions (other than those implied by law).       

Any reference to any legislation or legislative provision in this Agreement shall be construed as a reference to that legislation or provision as amended, re-enacted or extended at the relevant time.

You acknowledge and agree that you have not been induced to enter into these Terms of Use in reliance upon any representation or other promise of any nature whatsoever other than as expressly set out herein.

These Terms of Use are binding on each party and their respective successors and assigns.  You may not assign any rights herein without MSG’s written consent.  No person other than MSG and you has any right to a benefit under, or to enforce the terms herein.

Any waiver under these Terms of Use must be in writing and signed by the waiving party. No delay, neglect or forbearance by either party in enforcing any provision herein shall be deemed to be a waiver or in any way prejudice any rights of that party.

Except as otherwise permitted in these Terms of Use, notices under these Terms of Use shall be in writing and shall be deemed to have been given (a) five (5) business days after mailing if sent by registered or certified U.S. mail, (b) when transmitted if sent by facsimile or email, provided that a copy of the notice is promptly sent by another means specified in this section, or (c) when delivered if delivered personally or sent by express courier service.  All notices shall be sent to you at the addresses provided by you at the time you register your information on the website. 

If any provision of these Terms of Use is, or becomes, illegal, unenforceable or invalid, the provision must be treated for all purposes as severed from these Terms of Use without affecting the legality, enforceability or validity of the remaining provisions of these Terms of Use.

Any provision that by its nature should or implicitly should survive termination, shall survive termination of the parties relationship and the Services.

Legal Disputes Subject to Arbitration, Dispute Resolution, and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

This section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms of Use or any prior agreement (including, but not limited to, claims related to interactions between users); and claims that may arise after the termination of these Terms of Use.

You agree to resolve any and all disputes with MSG as follows:

Pre-Arbitration Dispute Resolution: For any and all disputes, claims, or controversies you may have against MSG (“Disputes”), whether pursued in court or arbitration, you must first give us an opportunity to resolve the Dispute informally by contacting us through this link email https://msgstaffing.com/talk-to-an-agent/ with the following information: (1) your name, (2) your address, (3) a written description of your claim, and (4) a description of the specific relief you seek. If we do not resolve the Dispute within forty-five (45) days after receiving your notification, then you may pursue resolution of the Dispute in arbitration. You may pursue your Dispute in a court only under the circumstances described below.

Arbitration Procedures

If the Dispute has not been resolved and is not subject to the exclusions provided above, then either party may initiate binding arbitration as the sole means to resolve all Disputes, subject to the terms set forth below.

All Disputes shall be resolved before a single arbitrator in accordance with the JAMS Streamlined Arbitration Rules and Procedures for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000, in each case applying the rules and procedures in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. You can find the JAMS rules and procedures here at this link: https://www.jamsadr.com/adr-rules-procedures/.

To start an arbitration with JAMS, you must do the following: (1) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (2) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, NY Times Building, 620 8th Ave, 34th Floor, New York, NY 10018; and (3) send three copies of the Demand for Arbitration to MSG at 25 Union St, Second Floor, Worcester, MA 01608, ATTN: Legal Department.

You will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, each party will pay an equal share of all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

Location of Arbitration: If you live in the United States, you may initiate and litigate the arbitration in your hometown area or through the JAMS office located in Boston, Massachusetts. If you live outside the United States, you must initiate and litigate the arbitration through the JAMS office located in Boston, Massachusetts. Either party may ask that the arbitration including the hearings, arguments, and all conferences be conducted telephonically or by video conference (e.g., Skype).

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms of Use, the Privacy Policy or any additional policy of MSG, including but not limited to any claim that all or any part of such is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the parties and may be entered in any court with jurisdiction.

The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial and are waiving that right. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

CLASS ACTION WAIVER: The parties agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. THIS MEANS THAT YOU AND MSG AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A LEAD OR REPRESENTATIVE CLASS PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. HOWEVER, THE PARTIES EXPRESSLY AGREE THAT SEPARATE INDIVIDUAL ARBITRATIONS SHALL BE CONSOLIDATED, UPON REQUEST BY EITHER PARTY, IF SUCH SEPARATE INDIVIDUAL ARBITRATIONS RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S). CONSOLIDATION MEANS THAT ANY AND ALL SEPARATELY INITIATED ARBITRATIONS THAT RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S) ARE ALL HEARD BY A SINGLE ARBITRATOR IN A SINGLE ARBITRATION. IF EITHER PARTY REQUESTS CONSOLIDATION OF MULTIPLE ARBITRATIONS, THEN THE PARTIES TO THE CONSOLIDATED CASE(S) WILL BE DEEMED TO HAVE WAIVED THEIR RIGHT TO DESIGNATE AN ARBITRATOR AS WELL AS ANY CONTRACTUAL PROVISION WITH RESPECT TO THE SITE OF THE ARBITRATION. THE FOLLOWING FACTORS MAY BE CONSIDERED IN REQUESTING A CONSOLIDATION OF ARBITRATIONS:

  • The arbitrations have a common question of law or fact;
  • The issues in the multiple arbitrations are largely identical;
  • There are common claims, disputes, defenses, and relationships between or among the parties in the different arbitrations;
  • One or more parties is named in multiple pending arbitrations;
  • The arbitrations relate to the same campaign featured on MSG’s platform;
  • Consolidation will save time and resources; and
  • One party will be seriously prejudiced by having multiple arbitrations heard separately.

By agreeing to these Terms, you are waiving your right to trial by jury or to participate in a class action. We are also waiving these rights.

Exclusions from Arbitration

Intellectual Property and Small Claims Court Claims: Notwithstanding the parties’ agreement to resolve Disputes through arbitration, either party may (1) bring enforcement actions, validity determinations or claims arising from or relating to misuse, infringement, or misappropriation of intellectual property theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights); and/or (2) seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.