Terms of Service

By signing an order form or subscription, clicking to accept, creating an account or workspace, or otherwise accessing or using the Service, you agree to these Terms on behalf of the Customer organization you represent.

The individual accepting these Terms represents and warrants that they are authorized to bind the Customer to these Terms. If you are using the Service as an individual staff member of a Customer, your use is subject to your organization's acceptance of these Terms, and you also agree to comply with them.

If there is a separately signed agreement, order form, or master subscription agreement between you and Employmee, that document governs to the extent it conflicts with these Terms.

Employmee provides AI-assisted candidate pre-screening for hiring teams. At a high level, the Service:

• Lets you create job openings and define the criteria (a rubric) against which candidates are evaluated.
• Generates a tokenized application link that you share with candidates, who apply without creating an account, provide consent to a candidate-facing data and AI notice, and upload a CV.
• Parses the CV, conducts an AI-assisted interview, and uses third-party AI models to produce an evidence-cited, per-criterion assessment report.
• Presents that report to your authorized staff so that a human can review the evidence and make a decision.

The Service is an assistive, decision-support tool. It does not make hiring decisions. The AI may surface evidence and a recommendation, but a human member of your team makes every decision, records it with a written rationale, and remains solely responsible for it.

• The Service does not automatically reject, disqualify, or filter out any candidate. The AI output is never the trigger for an outcome.
• A decision is recorded only when a human on your team affirmatively makes it. Decisions are stored in an append-only record, are attributed to the specific user who made them, require a written rationale, and are never automatically derived from any AI score or recommendation.

We may update, improve, or modify features of the Service over time. We will not make changes that materially degrade the core functionality of a paid subscription during its then-current term without notice.

To use the Service, your organization operates within one or more "workspaces." Staff users access a workspace through accounts authenticated by our third-party identity provider.

• You are responsible for designating authorized users, for assigning their roles and permissions within the Service (for example, administrator, recruiter, hiring manager, and viewer roles), and for ensuring that only authorized individuals access your workspace.
• You are responsible for all activity that occurs under your workspace and user accounts, including the acts and omissions of your staff users.
• You must keep account credentials confidential, require your users to do the same, and promptly notify us of any unauthorized access or suspected security incident affecting your account.
• You are responsible for promptly removing access for users who leave your organization or no longer need it.

You must provide accurate account information and keep it current. Accounts are for your organization's internal business use and may not be shared, sold, or transferred except as expressly permitted in these Terms.

You may use the Service only for its intended purpose of lawful candidate pre-screening and hiring workflows, and in compliance with all applicable laws and these Terms.

You agree that you and your users will not:

• Use the Service to make or implement any automated, final adverse decision about a candidate without meaningful human review, or to attempt to configure the Service to auto-reject candidates.
• Use the Service to unlawfully discriminate against candidates, or to evaluate candidates on the basis of race, color, ethnicity, national origin, religion, sex, gender identity, sexual orientation, age, disability, genetic information, marital or family status, union membership, political opinion, or any other characteristic protected by applicable law.
• Upload or process data of candidates for which you lack a valid legal basis, or without providing candidates the disclosures required by applicable law.
• Upload malware, attempt to gain unauthorized access to the Service or its underlying systems, probe or test the vulnerability of the Service except under a process we authorize in writing, or circumvent rate limits, security controls, or usage restrictions.
• Reverse engineer, decompile, or attempt to extract source code or underlying models from the Service, except to the extent this restriction is prohibited by applicable law.
• Use the Service to build a competing product, to train competing models using outputs of the Service, or to scrape or harvest data from the Service.
• Resell, sublicense, or provide the Service to third parties as a service bureau, or use the Service on behalf of any party other than your own organization, unless expressly authorized by us in writing.
• Submit data that infringes intellectual property rights, violates privacy rights, or is unlawful.
• Interfere with or disrupt the integrity or performance of the Service.

We may suspend access, without liability, where reasonably necessary to prevent harm, address a security risk, comply with law, or respond to a material breach of this section, and we will use reasonable efforts to notify you.

You are the controller of the candidate personal data you process through the Service, and Employmee acts as your processor on your behalf and on your documented instructions, as further described in the Data Processing Addendum.

As a condition of using the Service, you represent, warrant, and agree that you will:

• Establish and maintain a valid legal basis under applicable data protection law (including, where applicable, Brazil's Lei Geral de Protecao de Dados, Lei 13.709/2018) to collect and process candidate personal data through the Service, and for any use of the AI-assisted features.
• Provide candidates with all legally required notices and information, including informing them that automated processing and AI are used to assist screening, and honor candidate rights as required by law.
• Conduct your hiring practices in compliance with all applicable employment, anti-discrimination, equal opportunity, and labor laws in the jurisdictions where you operate and recruit.
• Independently review the evidence and exercise your own human judgment for every decision, and not rely on the Service's output as the sole basis for any decision about a candidate.
• Maintain appropriate records to demonstrate the human review and rationale behind your decisions, including for any candidate request, audit, or legal challenge.
• Configure roles, permissions, and access within your workspace appropriately, and ensure your staff use the Service in accordance with these Terms.

You are solely responsible for your hiring decisions and their consequences. Employmee does not provide legal, employment, or compliance advice, and the Service is not a substitute for your own legal and professional judgment.

"Customer Data" means data you or your candidates submit to or generate through the Service, including job and rubric definitions, CVs, interview transcripts, assessment reports, decisions, and audit records.

• As between you and Employmee, you (or, as applicable, the candidate) own Customer Data. You grant us a limited, non-exclusive license to host, process, transmit, and display Customer Data solely to provide, secure, support, and maintain the Service, and as otherwise instructed by you or permitted under the Data Processing Addendum.
• We process candidate personal data as your processor, in accordance with the Privacy Policy and the Data Processing Addendum, which are incorporated into these Terms by reference.
• The Service uses third-party sub-processors to deliver its functionality, including cloud hosting and infrastructure providers, object storage for CVs, an authentication provider, a bot-protection (captcha) provider, AI model providers, a text-to-speech provider, and a transactional email provider. The current list of sub-processors and the data flow are described in the Privacy Policy and the Data Processing Addendum.
• The Service supports candidate data erasure and applies data retention controls. You remain responsible for responding to candidate requests directed to you as controller and for instructing us as needed.

You represent that you have all rights and permissions necessary for us to process Customer Data as contemplated by these Terms.

Employmee and its licensors own all right, title, and interest in and to the Service, including all software, models, prompts, user interfaces, documentation, and all related intellectual property rights. Except for the limited right to use the Service granted in these Terms, no rights are granted to you by implication, estoppel, or otherwise.

We grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the term, solely for your internal business purposes and subject to these Terms.

You retain ownership of Customer Data as described above. You grant us a non-exclusive right to use aggregated and de-identified data derived from use of the Service for the purposes of operating, securing, analyzing, and improving the Service, provided such data does not identify you, your staff, or any candidate.

If you provide feedback or suggestions about the Service, you grant us a perpetual, irrevocable, royalty-free license to use that feedback without restriction or obligation to you.

Fees for the Service, including subscription plans, usage limits, and billing terms, are as set out in the applicable order form, subscription plan, or pricing page in effect when you subscribe. [Fees, billing cycle, payment terms, and any usage-based charges to be specified. Placeholder pending commercial terms.]

Unless otherwise stated in writing:

• Fees are stated exclusive of taxes, and you are responsible for all applicable taxes other than taxes on our net income.
• Fees are non-refundable except as expressly required by these Terms or applicable law.
• We may suspend the Service for non-payment after providing notice and a reasonable opportunity to cure.
• We may change fees on renewal by giving you reasonable advance notice before the start of the renewal term.

We will provide the Service with reasonable care and skill and substantially in accordance with its documentation.

Except as expressly stated in these Terms, and to the maximum extent permitted by law, the Service is provided "as is" and "as available," and we disclaim all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

You specifically acknowledge and agree that:

• The Service is an assistive, decision-support tool. AI-generated assessments, evidence citations, scores, and recommendations are probabilistic, may contain errors, omissions, or inaccuracies, and are not guaranteed to be accurate, complete, or suitable for any particular purpose.
• AI output must not be used as the sole basis for any decision about a candidate. Every decision requires independent human review and judgment, and the human reviewer is responsible for the decision.
• The Service does not guarantee any hiring outcome, candidate quality, regulatory compliance of your hiring process, or fitness of any candidate.
• We do not warrant that the Service will be uninterrupted, error-free, or that all defects will be corrected.

Nothing in this section limits any warranty or right that cannot be excluded under applicable law.

To the maximum extent permitted by applicable law:

• Neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, or business opportunity, arising out of or related to these Terms or the Service, even if advised of the possibility of such damages.
• Without limiting your responsibilities, Employmee will not be liable for any hiring decision you make, for any claim by a candidate or third party arising from your hiring practices, or for your failure to provide required notices, establish a lawful basis, or comply with employment or data protection law.
• Each party's total aggregate liability arising out of or related to these Terms will not exceed the total fees paid or payable by you to Employmee for the Service in the twelve (12) months immediately preceding the event giving rise to the liability. [If the Service is offered without fees during a pilot or free period, the parties should specify an alternative cap. Placeholder.]

These limitations do not apply to liability that cannot be limited or excluded under applicable law, including, where applicable, liability for fraud, gross negligence, willful misconduct, or death or personal injury caused by negligence. Nothing in these Terms limits your obligations regarding fees owed or either party's indemnification obligations as may be set out in a separately signed agreement.

The parties agree that the limitations in this section are a fundamental basis of the bargain between them.

You will defend, indemnify, and hold harmless Employmee and its affiliates, officers, and employees from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your Customer Data or your use of the Service in violation of these Terms or applicable law; (b) your hiring decisions and practices; (c) your failure to obtain a lawful basis or provide required candidate notices; or (d) your breach of the customer responsibilities in these Terms.

[Any reciprocal Employmee indemnity, for example for third-party intellectual property claims arising from the Service itself, to be addressed in a signed master agreement. Placeholder.]

These Terms apply for as long as you access or use the Service, and for the duration of any subscription term set out in an order form.

• You may stop using the Service and terminate your subscription in accordance with the applicable order form or, if none, on reasonable notice.
• Either party may terminate for the other party's material breach that remains uncured for thirty (30) days after written notice.
• We may suspend or terminate access where required to comply with law, to address a serious security risk, or for the prohibited uses described in these Terms.

Upon termination, your right to access the Service ceases. We will make Customer Data available for export for a limited period as described in the Data Processing Addendum, after which we will delete or return Customer Data in accordance with that addendum and applicable retention and erasure obligations. Provisions that by their nature should survive termination (including intellectual property, disclaimers, limitation of liability, indemnification, and governing law) will survive.

Our handling of personal data is described in the Privacy Policy, and our processing of candidate personal data on your behalf is governed by the Data Processing Addendum ("DPA"), each of which is incorporated into these Terms by reference.

The DPA reflects that you are the controller and Employmee is the processor of candidate personal data, addresses sub-processors, security, candidate rights, data retention, and erasure, and applies LGPD and other applicable data protection laws. In the event of a conflict between these Terms and the DPA regarding the processing of personal data, the DPA controls.

These Terms are governed by the laws of [governing jurisdiction], without regard to its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the courts located in [venue] for any dispute arising out of or related to these Terms, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

[If arbitration is preferred, an arbitration clause and seat to be specified here. Placeholder.]

We may update these Terms from time to time. If we make a material change, we will provide reasonable notice, for example by posting the updated Terms with a new effective date or by notifying you through the Service or by email.

Changes take effect on the stated effective date. Your continued access to or use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree to a change, you must stop using the Service before the change takes effect, subject to the termination provisions of any applicable order form.

• Entire Agreement: These Terms, together with the Privacy Policy, the DPA, and any order form, constitute the entire agreement between the parties regarding the Service and supersede prior agreements on the subject.

• Assignment: You may not assign these Terms without our prior written consent, except to a successor in connection with a merger or sale of substantially all assets. We may assign these Terms to an affiliate or successor.

• Severability: If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.

• Waiver: A failure to enforce any provision is not a waiver of the right to enforce it later.

• Force Majeure: Neither party is liable for delays or failures caused by events beyond its reasonable control.

• Notices: Notices to Employmee must be sent to the contact address below. Notices to you may be sent to the contact or billing address associated with your account.

• Relationship: The parties are independent contractors. These Terms create no partnership, agency, or employment relationship.