Terms & Conditions

Pareto Service Terms & Conditions

In the absence of a written agreement between the parties, the following Service Terms & Conditions (“T&Cs”) shall apply to and govern all temporary, temporary to hire, and permanent placement services rendered to Client by Pareto Law, LLC, including its respective operating companies, affiliates, subsidiaries and related companies (collectively “Pareto”). These T&Cs shall be effective on the date Pareto places its first temporary employee on assignment with Client (“Assigned Employees”) or upon submission of the first temporary to hire or permanent placement candidate requested by Client (“Direct Hire Candidate”), whichever occurs first (“Effective Date”), and shall continue until Pareto no longer provides Assigned Employees or Direct Hire Candidates (provided, the T&Cs shall continue to control in respect of any prior or ongoing obligations of Client, or limitations below, including but not limited to any provisions on Limitation of Liability). Nothing in these T&Cs shall be interpreted to require Pareto to provide, or Client to request, any guaranteed or minimum number of Assigned Employees, Direct Hire Candidates or other services.  

Services. Client acknowledges that Pareto is providing Assigned Employees to perform work under Client’s direction and supervision at a worksite selected by Client. The worksite must be safe, appropriate for the work being performed, and compliant with all applicable laws. Client will provide any site-specific safety protocols, training or equipment necessary for Assigned Employees to perform the work requested by Client. Client shall not make changes to the Assigned Employee’s job description, worksite location or duties without Pareto’s prior written approval.

Bill Rate, Invoicing & Payment Terms. The hourly bill rate for each Assigned Employee (“Bill Rate”) will be confirmed in writing and will vary depending on the hourly pay rate of the Assigned Employee selected. The Bill Rate includes the hourly pay rate of the Assigned Employee, all employer payroll taxes, FICA, state/ federal unemployment insurance, and the costs associated with workers compensation compliance and the Patient Protection and Affordable Care Act. 

When an Assigned Employee is scheduled to and reports to work, but is not utilized or permitted to work, Client agrees to pay Pareto for the minimum number of reporting time hours required by applicable law or for 4 hours, whichever is greater, at the Bill Rate.  All time worked by Assigned Employees or that is compensable by law (e.g., time spent by Assigned Employees in security/other lines, logging into/booting up computer systems/equipment, attending orientation or work-related meetings, completing legally mandated or work-related training, or rest breaks), shall be invoiced at the Bill Rate and paid by Client. Assigned Employees classified as non-exempt will be paid overtime pay for all overtime hours worked in a work week (Monday through Sunday) or in a day, consistent with applicable law. Payment of overtime is based upon the overtime hours recorded by the Assigned Employee in the timekeeping system, and is invoiced at the Bill Rate multiplied by the applicable multiplier (i.e., 1.5x or 2x) established by law. To the extent required by applicable law, Pareto will invoice Client for any missed meal or rest break premiums due to Assigned Employees and work-related expenses incurred by Assigned Employees (i.e. travel, cell phone or technology expenses). 

Pareto does not conduct background, criminal, credit checks, drug testing or other screenings on Assigned Employees unless Client requests such screenings and agrees in writing to pay all government mandated costs and vendor fees related to Client-requested screening services. 

If, as a result of any law, regulation, agency guidance, order or action by any governmental authority, government insurance benefit program or other legal mandate, there is an increase to applicable taxes, premiums or payroll burden costs (e.g., FICA, FUI, SUI or worker's compensation) related to the employment of Assigned Employees, a legal obligation to cover the cost of mandatory training, testing or safety equipment, or if Pareto must increase an Assigned Employees’ wages or benefits (e.g., an increase in minimum wage or mandatory benefits)(together, “Assigned Employee Costs”), Client agrees that Pareto may increase the Bill Rate proportionately or separately invoice Client for the increase in Assigned Employee Costs.  Similarly, if applicable law requires Pareto to provide Assigned Employees with any type of paid sick, safe, maternity, bereavement, military, family or other mandated paid leave or paid time off (“Mandated Paid Leave/PTO”), Pareto shall be entitled to invoice the Client at the agreed upon Bill Rate for any Mandated Paid Leave/PTO taken by an Assigned Employee or increase the applicable Bill Rate to cover the costs of Mandated Paid Leave/PTO. 

Client acknowledges that Assigned Employees are paid by Pareto based upon the hours worked and recorded in the agreed upon timekeeping record or system (“Time Record”). Where Mandated Paid Leave/PTO is required by law, the Time Record is also used to determine Mandated Paid Leave/PTO entitlements. Client shall not interfere with Pareto’s legal obligation to time and accurately pay Assigned Employees for all hours worked. By approving an Assigned Employee’s Time Record, Client’s authorized representative certifies that the Time Record accurately reflects the hours worked by an Assigned Employee on the Client assignment. To ensure timely payment of Assigned Employees, Client must review and approve the Time Record for Assigned Employees in the agreed-upon timekeeping system by the close of Pareto’s business each Monday.  Client agrees that once it approves a Time Record, Pareto may rely upon that Time Records as the basis for compensating the Assigned Employee and issuing a Client invoice. If in any week Client fails to either timely review and (a) approve a Time Record or (b) document a good faith dispute regarding the Time Record, Pareto may, in its sole discretion, timely pay the Assigned Employee for all unapproved and/or undisputed hours recorded in the timekeeping system.  In such circumstances, and absent evidence of fraud or negligence by Pareto, Client waives any dispute it may have, and shall pay the invoice at the applicable Bill Rate or the minimum pay rate mandated by law, whichever is greater. 

Invoices, including applicable sales and other taxes on fees, will be provided to Client via eBilling (or other agreed upon invoicing system) and are payable within 14 days of the invoice date.  A corrected invoice will be due and payable upon receipt or within 14 days of the date of the original invoice, whichever is later. Client shall notify Pareto of any specific invoicing requirements (e.g., format, purchase order number, etc.) before Pareto processes an invoice. Client’s failure to do so will not excuse Client's obligations to pay invoices consistent with these T&Cs. 

Timekeeping Requirements. To promote compliance with applicable wage and hour laws, Client agrees to use Pareto’s electronic timekeeping system with all Assigned Employees.  Alternatively, if Client’s timekeeping system is used for Assigned Employees, Client will ensure that its timekeeping system: records daily hours worked; records actual (not rounded) times at which the work day and meal periods begin and end each day; does not automatically deduct scheduled meal periods; and does not use, collect or store biometric data. For Assigned Employees working in California, the timekeeping system must also: record or flag when a meal period is short, missed or late as defined by applicable law (“Meal Break Exception”); prompt Assigned Employees to indicate whether a Meal Break Exception is voluntary or involuntary; and provide reporting to Pareto to permit review of any Meal Break Exceptions and payment of any meal or rest break premiums owed to Assigned Employees. 

Client will not require or permit Assigned Employees to work unless all time worked is recorded in the timekeeping system. Client shall also maintain and provide Pareto with regular access to the detailed time records, including in and out times for the day and for meal breaks for any Assigned Employee for the recordkeeping period required by applicable law. 

Legal Compliance. Pareto and Client are each responsible to comply with all applicable federal, state, and local laws, regulations and government agency guidance in connection with these services, including laws pertaining to an Assigned Employee’s labor and employment rights, wages, benefits, safety, leave, accommodations required by law, and the right to be free from discrimination, harassment or retaliation. Client shall maintain an OSHA log for injuries and illnesses as required by 29 CFR 1904.31(b)(2) and shall provide Pareto with immediate notice of any incidents or injuries involving Assigned Employees. 

Client shall not require Assigned Employees to work an Alternative Workweek Schedule affecting overtime payment obligations without written approval by Pareto Legal. Client agrees that Assigned Employees will be provided with, and are authorized and permitted to take, timely, duty-free and uninterrupted rest and meal periods to which they are entitled by applicable law. Client and its personnel shall not interfere with an Assigned Employee’s meal or rest periods, require Assigned Employees to remain at the premises, or perform work or work-related activities during such meal or rest periods. Client agrees that it will not charge any Assigned Employees for transportation to or from Client’s site, or refer Assigned Employees to a transportation service (excluding public mass transit) that charges Assigned Employees a fee for transport to or from Client’s site.

Client shall comply with all applicable wage and benefits transparency laws, including by disclosing all relevant and accurate data regarding worksite conditions and safety issues, job duties, as well as any necessary pay and benefits information concerning Client’s employees (“Client Data”) in order for Pareto to comply with such laws. 

Client agrees to defend, hold harmless and indemnify Pareto, its officers, directors and employees from any claims, losses, expenses, attorneys’ fees or other liabilities directly or indirectly arising out of or relating to: the Client’s failure to comply with any applicable federal, state, and local laws, regulations and government agency guidance, regardless of the negligence or fault of such Assigned Employee.

Conversions. If a Client transitions an Assigned Employee to Client’s payroll (or to the payroll of any third-party at Client’s request) for any reason at any time during the assignment or in the 12 months immediately following the end of the Assigned Employee’s last assignment, a conversion fee is owed to Pareto to the extent permitted by applicable law.  Unless otherwise agreed upon by the parties in writing, the conversion fee will be 25% of the total annual compensation the Assigned Employee is offered when hired by Client (or converted to a third-party’s payroll at Client’s request). For avoidance of doubt, when applicable, the conversion terms for Assigned Employees will comply with N.J.S.A. §§ 34:8D-1 – 34:8D-13 and 820 I.L.C.S. 175 and will not exceed the maximum fee permitted by applicable law.

Direct Hire Services. If Client requests direct hire services from Pareto, a placement fee shall be earned by Pareto when a candidate submitted, disclosed, or referred by Pareto (“Pareto Candidate”) is employed by Client (or its affiliates) within six (6) months of the submission, disclosure or referral to the Client. Unless otherwise agreed upon by the parties in writing, the placement fee will be 30% of the Pareto Candidate’s annual salary offered by Client. Pareto offers a 30 day direct hire guarantee (“Guarantee”) that is contingent on the following terms: a) if within 30 days of the Pareto Candidate’s start date, the Pareto Candidate is terminated for performance reasons or voluntarily resigns from the position, the Client may request and Pareto shall refer a replacement Candidate at no additional cost.  Terminations for other reasons, including but not limited to termination for convenience, position elimination, reduced demand/work or economic downsizing, do not qualify for the Guarantee); and b) the Guarantee applies only if payment is received by Pareto within 30 days of the start date of the Pareto Candidate.  The Guarantee shall not apply, and the full placement fee is due to Pareto, if Client’s payment is received by Pareto more than 30 days after the Pareto Candidate’s start date. 

Limitation of Liability. Neither party shall be liable to the other party for any incidental, consequential, exemplary, special, punitive, or lost profit damages that arise in connection with the services or these T&Cs, regardless of the form of action (whether in contract, tort, negligence, strict liability, or otherwise) and regardless of how characterized, even if such party has been advised of the possibility of such damages. Pareto’s maximum total liability under this Agreement will be limited to direct damages not to exceed the aggregate fees paid by Client to Pareto (net of demonstrable payroll costs) in the twelve (12) months preceding the event upon which the claim is based. 

Termination of Services.  Pareto may cease to provide any or all Assigned Employees (i) for convenience, on not less than 20 days written notice to Client, or (ii) immediately, if Client is in breach of any of the terms set forth above (including, without limitation, the payment terms) and does not cure such breach within 5 days after Pareto provides written notice of such breach to Client.  No such action by Pareto, including the termination of services/provision of Assigned Employees, shall alter or amend the obligations of Client or any applicable limitations hereunder, including but not limited to any provisions on Limitation of Liability.

Talent Screening Services Addendum

Pareto offers a choice of standard Talent screening for temporary staffing placements using Pareto’s preferred vendor, InfoMart, (“Screening Services”) on the following terms: 

• Fees for Screening Services shall be billed and paid by the client and shall include any state mandated fees associated with the selected Screening Services. Fees shall be included in the standard hourly bill rate or invoiced separately. 

• Any requests for deviations from the standard screenings run by Pareto’s preferred vendor are subject to Pareto approval and must be documented in a written agreement by the parties. 

• For any background Screening Services, a Talent shall be screened within 90 days prior to the assignment start and Client will allow for a 90 day service interruption before re-screening is required.  

• For any drug Screening Services, Talent shall be screened within 30 days prior to the assignment start and Client will allow for a 30 day service interruption before re-screening is required. 

• All background Screening Services and related reporting will be limited to a seven (7) year look back from the date of disposition unless applicable law requires a shorter look back or reporting period. Adjudications of all screenings will be done in accordance with Pareto’s adjudication process and applicable law.  

• Pareto will perform ONLY the Screening Services selected below. If no screening option is selected below, or if the selected screening option is prohibited by applicable law in a particular jurisdiction, Pareto will not perform the screening. 

DRUG SCREENING OPTIONS:

• All drug screens are in-house, oral swabs. 

• The 6 panel screen includes the following drugs: amphetamines (AMP), cocaine (COC), methamphetamine (MET), phenylcyclohexyl piperidine (PCP), opioids (OPI), tetrahydrocannabinol (THC). 

• The 4 panel drug screen includes all drugs in the 6 panel screen except for tetrahydrocannabinol (THC) and phenylcyclohexyl piperidine (PCP).

• The 10 panel screen includes the drugs in the 6 panel screen (above) and the following additional drugs: barbiturates (BAR), methylenedioxymethamphetamine (MDMA), methodone (MTD), oxycodone (OXY).

• The 9 panel drug screen includes all drugs in the 10 panel screen except for tetrahydrocannabinol (THC).

If drug screening is required, please identify which drug screening panel is preferred (pick one):

☐  Drug Screen Pareto standard 4 panel lab. 

☐  Drug Screen Pareto standard 6 panel lab. 

☐  Drug Screen Pareto standard 9 panel lab.

☐  Drug Screen Pareto standard 10 panel lab.

BACKGROUND SCREENING PACKAGES: Description of Background Screening Package Components: 

• National Criminal: Aggregates 558+ million criminal records from court files, corrections data, probation records and other sources.  This is a database search and helps to identify criminal history records nationwide. Accuracy is dependent upon the reporting frequency and accuracy of local jurisdictions. Database matches are then checked at the corresponding local/county level to confirm records.  The National Sex Offender Registry is checked free of charge as part of this component.

• Federal Search: Searches federal felony records at the national level utilizing the U.S. Court system’s PACER database.

• OIG: Searches the Office of Inspector General’s list of individuals and entities excluded from participating in any federally funded healthcare programs.

• GSA: Searches the Government Services Administration’s list of individuals and entities excluded from federal contracts/subcontracts and assistance or benefits from the US Government.

• OFAC: Searches the Office of Foreign Asset and Control’s list of terrorists, international narcotics traffickers, and entities engaged in selling weapons of mass destruction. This database includes people banned from entry or banned from conducting business in the United States.

• SSN Trace:

  • Matches Social Security number to the issued name

  • 7-year address history reveals names used by the applicant, current address, and previous addresses

  • Utilizes credit history information primarily to obtain name and address history

• County Criminal: Search requests go directly to county courthouses and/or online county sources to check for felony and misdemeanor records at the county level.

If background screening is required, please identify which background screening package is preferred (pick one):

☐   Pareto Basic Package. 

• National Criminal

• OIG/GSA/OFAC

☐  Pareto Expanded Package. 

• SSN Trace

• County Criminal (7 Year)

• National Criminal

• OIG/GSA/OFAC

☐  Pareto Advanced Package. 

• SSN Trace

• County Criminal (7 Year)

• National Criminal

• Federal Search

• OIG/GSA/OFAC