Last updated: May 5, 2026
01 Acceptance of Terms
These Terms of Service (“Terms”) govern your access to and use of the website located at vitalskilledtrades.com (the “Site”) and all recruiting and placement services provided by Vital Skilled Trades, Inc. (“Vital,” “we,” “our,” or “us”).
By accessing our Site or submitting a hire request, you agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you are using our Site or services on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and all references to “you” shall mean that entity.
If you do not agree to these Terms, please do not use our Site or submit any information through it.
02 Description of Services
Vital provides premium direct-hire recruiting and placement services for skilled trades professionals (the “Services”). Our Services are designed to connect employers (“Clients”) with pre-vetted, expert-level skilled trades candidates for permanent, direct employment with the Client.
Important clarifications about the nature of our Services:
• Vital is a recruiting intermediary: Candidates placed by Vital are employed directly by the Client — not by Vital. Vital does not act as a co-employer, employer of record, or staffing agency providing temporary labor.
• Accessing our Site is not a binding engagement: Submitting a hire request through our Site expresses interest in our Services only. A formal recruiting engagement begins exclusively upon execution of a separate, written Service Agreement signed by authorized representatives of both parties.
• We reserve the right to decline: Vital may decline any hire request or recruiting engagement at our sole and reasonable discretion, without explanation or obligation.
03 Client Eligibility
Our Services are available exclusively to businesses and their authorized representatives. By submitting a hire request or engaging Vital’s Services, you represent and warrant that:
• You are at least 18 years of age
• You represent a legitimate, legally registered business entity
• You have full legal authority to enter into hiring agreements and binding contracts on behalf of your organization
• Your use of our Services will comply with all applicable federal, state, and local employment laws, including equal employment opportunity laws, wage and hour regulations, and workplace safety requirements
• All information you provide to Vital is accurate, current, and complete
04 Hire Requests & Service Engagements
Submitting a hire request through our Site is an expression of interest — not a binding contract or guarantee of service delivery. A dedicated Vital consultant will review your request and reach out to discuss your needs in detail.
All recruiting engagements are governed by a separate, written Service Agreement executed between Vital and the Client. That agreement will specify, at minimum:
• The scope of recruiting services for your specific role(s)
• Fee structure and payment schedule
• Placement guarantee terms and conditions applicable to your engagement
• Confidentiality obligations and candidate information handling
• Timelines, deliverables, and any role-specific requirements
In the event of any conflict between these Terms and a fully executed Service Agreement, the terms of the Service Agreement shall govern with respect to the specific engagement.
05 Fees & Payment
Vital’s fees for recruiting and placement services are set forth in your individual Service Agreement. Fees are not established through these Terms and are not binding until a Service Agreement is fully executed by both parties.
General fee structure (subject to Service Agreement):
• Fees are typically calculated as a percentage of the placed candidate’s first-year base salary
• Fees are generally due upon the candidate’s first day of employment with the Client, unless otherwise specified in writing
• Vital does not charge Clients for initial consultations, hire request reviews, or exploratory conversations
Late payments will be subject to a late payment fee as specified in your Service Agreement. Vital does not charge interest on outstanding balances. Any fees disputed in good faith must be communicated in writing within fourteen (14) days of the invoice date; undisputed amounts remain due as scheduled.
06 2-Year Placement Guarantee
Vital stands behind every placement. We offer a placement guarantee as described below and further detailed in your Service Agreement:
The Guarantee: If a candidate placed by Vital voluntarily resigns or is terminated for any reason relative to candidate performance or conduct within TWO years (730 calendar days) of their first day of employment with the Client, Vital will conduct a replacement search at no additional fee.
The following conditions apply to the guarantee:
• The Client’s account must be in good standing with no outstanding unpaid invoices at the time the replacement is requested
• The guarantee is void if the Client materially misrepresented the role, work environment, compensation, or working conditions during the hiring process
• The guarantee does not apply to departures caused by company-wide layoffs, restructurings, mergers, role eliminations, or any separation not attributable to candidate performance or conduct
• Resume submittal for candidate replacements are subject to the same service terms as the original engagement
• The guarantee provides for a resume submittal for candidate replacement only — it does not entitle the Client to a fee refund
Replacement requests must be submitted in writing to Vital within thirty (30) business days of the candidate’s departure, with supporting documentation of the cause of separation.
07 Client Obligations
By engaging Vital’s Services, Clients agree to the following obligations throughout the duration of the engagement:
• Accuracy of information: Provide complete, accurate, and timely information about open roles, required qualifications, compensation, working conditions, and organizational culture. Material misrepresentations may void your placement guarantee.
• Legal compliance: Conduct all hiring activities in full compliance with applicable federal, state, and local employment laws, including non-discrimination requirements under Title VII, the ADA, ADEA, and all equivalent state statutes.
• Timely engagement: Respond to candidate submissions and scheduling requests within the timelines agreed upon in your Service Agreement. Excessive delays may affect guarantee eligibility.
• Non-solicitation of Vital personnel: You agree not to directly or indirectly solicit, recruit, or hire any Vital employee, consultant, or contractor during the active engagement period and for twelve (12) months following its conclusion.
• Candidate confidentiality: All candidate information provided by Vital (resumes, assessments, references, contact details) must be treated as confidential and used solely for the purpose of evaluating the candidate for the specific role for which they were submitted.
• Good faith: Engage in the hiring process in good faith, providing timely and candid feedback on candidate submissions.
08 Confidentiality
In connection with your engagement with Vital, both parties may receive or have access to information that is proprietary or confidential to the other party (“Confidential Information”). Each party agrees to:
• Hold the other party’s Confidential Information in strict confidence
• Use Confidential Information only for the purpose of the recruiting engagement
• Not disclose Confidential Information to third parties without prior written consent, except to employees or advisors who have a need to know and are bound by equivalent confidentiality obligations
Confidential Information does not include information that: (i) is or becomes publicly available through no fault of the receiving party; (ii) was already known to the receiving party prior to disclosure; (iii) is independently developed by the receiving party without use of the Confidential Information; or (iv) is required to be disclosed by law or court order, provided the disclosing party receives prompt written notice.
These confidentiality obligations survive termination or expiration of your service engagement for a period of three (3) years.
09 Intellectual Property
All content on this Site — including but not limited to text, graphics, logos, icons, images, design elements, and underlying software — is the proprietary property of Vital Skilled Trades, Inc. and is protected by applicable copyright, trademark, and other intellectual property laws.
You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Site for its intended purpose. You may not:
• Reproduce, distribute, or publish any Site content without our prior written permission
• Create derivative works based on Site content
• Use Vital’s name, logo, or trademarks without our express written consent
• Frame or mirror any portion of the Site on another website
You may link to our Site’s publicly accessible homepage for non-commercial, informational purposes, provided that the link does not imply any false endorsement or affiliation with Vital.
10 Prohibited Uses
When using our Site and Services, you agree not to:
• Submit false, misleading, fraudulent, or materially incomplete information in any hire request or communication
• Impersonate any person or entity, or misrepresent your authority to act on behalf of your organization
• Use automated tools, scrapers, bots, crawlers, or any other data extraction technology to collect information from our Site without our prior written consent
• Attempt to gain unauthorized access to any portion of our Site, servers, databases, or related systems
• Introduce malware, viruses, Trojan horses, or any other harmful code into our Site or systems
• Use our Site or Services in any manner that violates applicable laws or regulations, including data privacy laws, employment laws, or export control regulations
• Use candidate information provided by Vital for purposes other than evaluating that candidate for the role for which they were submitted
• Engage in any conduct that interferes with or disrupts the proper operation of our Site or services
Violation of these prohibited uses may result in immediate termination of your access to our Site and Services, and may give rise to legal claims against you.
11 Disclaimer of Warranties
OUR SITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, VITAL DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.WE DO NOT WARRANT THAT (A) OUR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) ANY ERRORS OR DEFECTS IN THE SITE WILL BE CORRECTED; (C) OUR SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING OUR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.WE DO NOT GUARANTEE THAT ANY SPECIFIC CANDIDATE WILL BE AVAILABLE FOR YOUR ROLE, THAT A PLACEMENT WILL BE COMPLETED WITHIN ANY PARTICULAR TIMEFRAME, OR THAT ANY PLACED CANDIDATE WILL MEET YOUR EXPECTATIONS BEYOND THE SCOPE OF OUR PLACEMENT GUARANTEE IN SECTION 6.
Some jurisdictions do not allow the exclusion of implied warranties. If this applies to you, some of the above exclusions may not apply, and you may have additional rights.
12 Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, VITAL SKILLED TRADES, INC. AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES — INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITIES — ARISING FROM OR RELATED TO YOUR USE OF OUR SITE OR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.IN NO EVENT SHALL VITAL'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO YOUR USE OF OUR SERVICES EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU TO VITAL IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
This limitation reflects a reasonable allocation of risk between the parties and is a fundamental element of the basis for our agreement. The limitations in this section apply regardless of the form of action and will survive and apply even if any limited remedy fails of its essential purpose.
13 Indemnification
You agree to indemnify, defend (with counsel reasonably acceptable to Vital), and hold harmless Vital Skilled Trades, Inc. and its officers, directors, employees, consultants, and agents from and against any and all claims, liabilities, damages, losses, judgments, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
• Your use of our Site or Services in violation of these Terms
• Your breach of any representation, warranty, or obligation under these Terms or your Service Agreement
• Your violation of any applicable law or third-party right, including employment laws or intellectual property rights
• Any claim by a candidate or third party arising from your conduct during or after the hiring process
• Any inaccurate or misleading information you provided to Vital
Vital reserves the right, at its own expense, to assume exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate fully with Vital’s defense of any such claim.
14 Governing Law & Dispute Resolution
Governing Law
These Terms and all disputes arising from or relating to them or our Services shall be governed by and construed in accordance with the laws of the State of Wyoming, without giving effect to any conflict of law principles that would require application of the laws of another jurisdiction.
Informal Resolution First
Before initiating any formal dispute proceeding, the parties agree to first attempt to resolve any dispute, claim, or controversy through good-faith negotiation. Either party must provide written notice describing the dispute to the other party, and the parties shall have thirty (30) days to attempt informal resolution before proceeding further.
Binding Arbitration
If informal resolution fails, any dispute arising from or relating to these Terms or our Services shall be resolved by binding arbitration administered in Wyoming in accordance with the Commercial Arbitration Rules of the American Arbitration Association (AAA) then in effect. The arbitrator’s decision shall be final and binding, and judgment may be entered upon it in any court of competent jurisdiction. Each party shall bear its own attorneys’ fees and costs unless the arbitrator determines that the claim was frivolous or brought in bad faith.
Exceptions to Arbitration
Notwithstanding the above, either party may seek emergency injunctive or equitable relief from a court of competent jurisdiction to prevent irreparable harm pending the resolution of a dispute — including but not limited to relief for unauthorized use of intellectual property or breach of confidentiality obligations.
Class Action Waiver
You agree that any dispute resolution proceedings will be conducted solely on an individual basis. You waive any right to bring or participate in a class action lawsuit, class-wide arbitration, or any other proceeding in a representative capacity.
15 Changes to Terms
We reserve the right to update or modify these Terms at any time. When we make material changes, we will:
• Update the “Last Updated” date at the top of this page
• Post a prominent notice on our Site homepage for a reasonable period
• Where appropriate, notify active Clients via email
Your continued use of our Site or Services after changes are posted constitutes your acceptance of the revised Terms. If you disagree with any changes, you must stop using our Site and, if applicable, notify us in writing to terminate any active engagement.
Changes will not apply retroactively to disputes that arose before the effective date of the change.
16 General Provisions
Entire Agreement
These Terms, together with any fully executed Service Agreement and our Privacy Policy, constitute the entire agreement between you and Vital with respect to your use of our Site and Services. They supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.
Severability
If any provision of these Terms is found by a court or arbitrator to be unlawful, void, or for any reason unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions, which shall continue in full force and effect.
No Waiver
Our failure to enforce any provision of these Terms in any particular instance shall not be construed as a waiver of our right to enforce the same provision in any future instance, or to enforce any other provision of these Terms.
Assignment
You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations under these Terms freely, including in connection with a merger, acquisition, or sale of substantially all of our assets.
Relationship of the Parties
Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Vital. Both parties are independent contractors.
Force Majeurev
Neither party shall be liable for any delay or failure in performance resulting from causes beyond that party’s reasonable control, including but not limited to acts of God, natural disasters, pandemic, war, civil unrest, government actions, or internet or infrastructure outages, provided the affected party notifies the other promptly and uses commercially reasonable efforts to resume performance as soon as practicable.
17 Contact Us
For legal notices, questions about these Terms, or any matters related to your service engagement, please contact us:
Vital Skilled Trades, Inc.
Legal Inquiries: legal@vitalskilledtrades.com
General Contact: info@vitalskilledtrades.com
Legal notices must be submitted in writing. Email is acceptable for routine inquiries; formal legal notices should be sent via certified mail to our registered address on file with the state.