Terms of Service

By accessing or using the HireClarity website, platform, mobile applications, and related services (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access or use the Services.

These Terms constitute a legally binding agreement between you and HireClarity, Inc. ("HireClarity," "we," "us," or "our"). We may update these Terms from time to time, and your continued use of the Services after such changes constitutes acceptance of the revised Terms.

If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and references to "you" and "your" shall refer to that organization.

"Tenant" means an organization or individual that has entered into a subscription agreement with HireClarity to use the Services for one or more users.

"Tenant Data" means all data, content, and materials submitted to the Services by or on behalf of a Tenant, including job postings, interview questions, candidate responses, evaluations, and any other information uploaded or entered into the platform.

"Candidate" means an individual who participates in a one-way video interview or otherwise submits information to the Services at the direction or invitation of a Tenant.

"User" means an individual authorized by a Tenant to access and use the Services, including administrators, recruiters, hiring managers, and other personnel.

"Content" means all video recordings, audio, text, documents, images, and other materials processed, stored, or transmitted through the Services.

"Subscription Term" means the period during which a Tenant has paid for access to the Services, as specified in the applicable Order Form or subscription agreement.

HireClarity provides a software-as-a-service (SaaS) platform that enables Tenants to conduct one-way video interviews with job candidates. We do not conduct interviews ourselves, nor do we make hiring decisions. Our role is strictly limited to providing the technology infrastructure that facilitates these interactions.

A. Tenant-Candidate Relationship Each Tenant is solely responsible for its interactions with Candidates, including but not limited to: • The creation, selection, and wording of interview questions. • The evaluation, scoring, and interpretation of candidate responses. • Compliance with all applicable employment, anti-discrimination, privacy, and data protection laws in connection with its hiring practices. • Providing Candidates with legally required notices, disclosures, and consents.

B. HireClarity's Limited Role HireClarity is an independent contractor and not an agent, partner, or joint venturer with any Tenant. We do not control, direct, or supervise any Tenant's hiring practices, interview questions, or candidate evaluations. We do not guarantee that any Candidate is suitable for any position, nor do we warrant the accuracy, completeness, or fairness of any Tenant's use of the platform.

To use the Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to keep your account information updated.

A. Account Credentials You are responsible for safeguarding your password and any other credentials used to access your account. You agree not to disclose your credentials to any third party and to notify us immediately of any unauthorized use of your account.

B. Authorized Users Tenants are responsible for managing and provisioning User accounts. Each User must have unique login credentials. Sharing of accounts is strictly prohibited. Tenants are responsible for all activities that occur under their Users' accounts.

C. Account Termination We reserve the right to suspend or terminate your account and access to the Services at any time, with or without notice, for any reason, including but not limited to: • Violation of these Terms or any applicable law. • Non-payment of fees when due. • Conduct that we determine, in our sole discretion, to be harmful to other users, Candidates, or the integrity of the platform.

Upon termination, all licenses and rights granted to you under these Terms will immediately cease, and you must cease all use of the Services.

You agree to use the Services only for lawful purposes and in compliance with these Terms. Without limiting the foregoing, you agree not to:

A. Prohibited Content and Conduct • Upload, transmit, or distribute any Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, discriminatory, or otherwise objectionable. • Use the Services to discriminate against Candidates or employees on the basis of race, color, religion, gender, sexual orientation, national origin, age, disability, genetic information, or any other protected characteristic under applicable law. • Submit interview questions that seek protected characteristics (e.g., age, marital status, disability, religion) unless legally permissible and job-related. • Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity. • Interfere with or disrupt the integrity or performance of the Services or the data contained therein. • Attempt to gain unauthorized access to the Services, related systems, or networks. • Use the Services to send unsolicited communications, spam, or pyramid schemes. • Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Services. • Access or use the Services to build a competitive product or service.

B. Candidate Rights and Consent Tenants are solely responsible for obtaining any necessary consents from Candidates before recording, storing, or analyzing their video responses. This includes, where required by law, informed consent for: • Video and audio recording. • Storage and processing of personal information. • Use of artificial intelligence or automated analysis. • Retention periods and deletion policies.

C. Monitoring and Enforcement We reserve the right, but have no obligation, to monitor Content submitted to the Services. We may investigate any reported or suspected violation of these Terms and take appropriate action, including removing Content, suspending accounts, and reporting illegal activity to law enforcement authorities.

A. HireClarity Ownership HireClarity retains all right, title, and interest in and to the Services, including all software, code, algorithms, user interfaces, designs, documentation, and underlying technology. These Terms do not grant you any intellectual property rights in the Services except for the limited license expressly set forth herein.

B. License to Use the Services Subject to your compliance with these Terms and payment of applicable fees, HireClarity grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services during the Subscription Term solely for your internal business purposes.

C. Tenant Data Ownership As between HireClarity and Tenant, Tenant retains all right, title, and interest in and to its Tenant Data. By uploading Tenant Data to the Services, Tenant grants HireClarity a worldwide, royalty-free license to use, host, store, reproduce, modify, and transmit Tenant Data solely for the purpose of providing, maintaining, and improving the Services.

D. Feedback You agree that any feedback, suggestions, ideas, or other information you provide to us regarding the Services ("Feedback") is non-confidential and non-proprietary. You grant us a perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, modify, publish, and distribute such Feedback for any purpose without compensation to you.

A. Data Processing Terms When HireClarity processes personal data on behalf of a Tenant, HireClarity acts as a data processor, and the Tenant acts as the data controller. Our data processing practices are governed by these Terms and any applicable Data Processing Addendum (DPA) entered into between the parties.

B. Security Measures HireClarity implements and maintains appropriate technical and organizational security measures designed to protect Tenant Data and Candidate Data against unauthorized access, accidental loss, destruction, or damage. These measures include encryption in transit and at rest, access controls, regular security audits, and employee training.

However, no security system is impenetrable. HireClarity cannot guarantee the absolute security of data transmitted to or stored in the Services. To the fullest extent permitted by law, HireClarity disclaims all warranties, express or implied, regarding the security of the Services.

C. Data Breaches In the event of a data breach affecting Tenant Data or Candidate Data, HireClarity will notify the affected Tenant without undue delay and in accordance with applicable law. HireClarity will cooperate with the Tenant in complying with its obligations under data protection law, but the Tenant is responsible for fulfilling any required notifications to Candidates, regulatory authorities, or other third parties.

The Services may include artificial intelligence, machine learning, and automated analysis features that generate insights, summaries, transcripts, or evaluations of candidate responses ("AI Features").

A. Nature of AI Output AI-generated outputs are probabilistic and may contain errors, omissions, or inaccuracies. AI Features are provided as decision-support tools only and are not a substitute for human judgment.

B. Tenant Responsibility for AI Use Tenants are solely responsible for: • Determining whether and how to use AI Features in their hiring processes. • Reviewing, validating, and interpreting AI-generated outputs before making employment decisions. • Ensuring that use of AI Features complies with all applicable laws, including anti-discrimination and fair hiring regulations. • Providing Candidates with required disclosures about automated decision-making or AI analysis, where mandated by law.

C. Disclaimer of AI Liability TO THE FULLEST EXTENT PERMITTED BY LAW, HIRECLARITY DISCLAIMS ALL LIABILITY FOR ANY CLAIMS, LOSSES, OR DAMAGES ARISING OUT OF OR RELATED TO A TENANT'S USE OF AI FEATURES, INCLUDING BUT NOT LIMITED TO CLAIMS OF DISCRIMINATORY IMPACT, ADVERSE EMPLOYMENT DECISIONS, OR VIOLATIONS OF FAIR HIRING LAWS.

A. Subscription Fees Access to the Services requires payment of subscription fees as specified in the applicable Order Form, subscription agreement, or pricing page. All fees are non-refundable except as expressly provided in these Terms or required by law.

B. Payment Terms Fees are billed in advance on a monthly or annual basis, depending on the subscription plan selected. Payment is due within 30 days of the invoice date. We reserve the right to suspend access to the Services for non-payment.

C. Taxes All fees are exclusive of taxes, duties, and similar governmental assessments. You are responsible for all applicable sales, use, value-added, withholding, and other taxes.

D. Changes to Pricing We may modify our fees upon 30 days' prior written notice. Any changes will apply at the start of the next Subscription Term.

A. Definition "Confidential Information" means all non-public information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

B. Obligations The Receiving Party agrees to: (i) hold all Confidential Information in strict confidence; (ii) not disclose Confidential Information to any third parties except to those employees, contractors, and advisors who need to know it and who are bound by confidentiality obligations at least as protective as these Terms; and (iii) use Confidential Information solely for the purpose of exercising rights and performing obligations under these Terms.

C. Exceptions The obligations in this Section do not apply to information that: (i) is or becomes publicly available through no fault of the Receiving Party; (ii) was rightfully known by the Receiving Party prior to disclosure; (iii) is rightfully received from a third party without restriction on disclosure; or (iv) is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information.

The Services may integrate with or contain links to third-party websites, services, or content ("Third-Party Services"). HireClarity does not control, endorse, or assume any responsibility for Third-Party Services.

YOUR USE OF THIRD-PARTY SERVICES IS AT YOUR OWN RISK AND SUBJECT TO THE TERMS AND CONDITIONS AND PRIVACY POLICIES OF THE APPLICABLE THIRD PARTIES. HIRECLARITY DISCLAIMS ALL LIABILITY FOR ANY DAMAGES OR LOSSES ARISING FROM YOUR USE OF THIRD-PARTY SERVICES, INCLUDING BUT NOT LIMITED TO INTEGRATIONS WITH APPLICANT TRACKING SYSTEMS, SINGLE SIGN-ON PROVIDERS, AND BACKGROUND CHECK SERVICES.

A. Disclaimer of Warranties THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, HIRECLARITY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

HIRECLARITY DOES NOT WARRANT THAT: • THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. • THE RESULTS OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE. • ANY ERRORS IN THE SERVICES WILL BE CORRECTED. • THE SERVICES ARE SUITABLE FOR ANY SPECIFIC HIRING, LEGAL, OR REGULATORY PURPOSE.

B. Limitation of Liability TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HIRECLARITY, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: • YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES. • ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES. • ANY CONTENT OBTAINED FROM THE SERVICES. • UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. • ANY HIRING DECISION, EMPLOYMENT ACTION, OR LEGAL CLAIM ARISING FROM A TENANT'S USE OF THE SERVICES.

IN NO EVENT SHALL HIRECLARITY'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE AMOUNT PAID BY YOU TO HIRECLARITY DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.

THE FOREGOING LIMITATIONS APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF HIRECLARITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

You agree to indemnify, defend, and hold harmless HireClarity and its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Services, including any Content you submit or transmit. • Your violation of these Terms or any applicable law. • Your violation of any rights of another party, including but not limited to Candidates, employees, or other third parties. • Any hiring decision, employment action, or legal claim arising from your use of Candidate Data or AI Features. • Any allegation that your Tenant Data infringes or misappropriates the intellectual property or other rights of a third party.

HireClarity reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

A. Term These Terms will remain in effect until terminated by either party.

B. Termination for Convenience Either party may terminate the subscription and these Terms upon written notice if the other party materially breaches these Terms and fails to cure such breach within 30 days of receiving written notice.

C. Effect of Termination Upon termination or expiration of the Subscription Term: • All licenses granted to you under these Terms will immediately terminate. • You must cease all use of the Services and return or destroy all copies of HireClarity confidential information. • We may delete your Tenant Data in accordance with our data retention policies, but are not obligated to retain any data beyond any backup retention period. • Any provisions that by their nature should survive termination will survive, including but not limited to Sections 6 (Intellectual Property), 10 (Confidentiality), 12 (Disclaimers), 13 (Indemnification), and 15 (Governing Law).

D. Export of Data Prior to termination, you may export your Tenant Data using the export features provided within the Services. HireClarity is not obligated to provide data exports after termination except as required by law.

A. Governing Law These Terms and any dispute arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

B. Dispute Resolution Any dispute, controversy, or claim arising out of or relating to these Terms shall first be addressed through good-faith negotiation between the parties. If the parties are unable to resolve the dispute within 60 days, either party may initiate binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Wilmington, Delaware.

C. Class Action Waiver YOU AGREE THAT ANY PROCEEDINGS TO RESOLVE DISPUTES WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTIONS, PRIVATE ATTORNEY GENERAL ACTIONS, OR OTHER REPRESENTATIVE PROCEEDINGS.

A. Entire Agreement These Terms, together with any Order Form, DPA, or other written agreement executed between you and HireClarity, constitute the entire agreement between you and HireClarity regarding the Services and supersede all prior agreements, understandings, and communications.

B. Severability If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect.

C. No Waiver Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. Any waiver of any provision will be effective only if in writing and signed by HireClarity.

D. Assignment You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign these Terms without restriction. Any attempted assignment in violation of this Section will be void.

E. Force Majeure HireClarity shall not be liable for any failure or delay in performance under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fires, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

If you have any questions about these Terms, please contact us:

HireClarity, Inc. Attn: Legal Department Email: legal@hireclarity.com Address: [Business Address]

For legal notices, service of process, or formal communications, please use the mailing address above. For general inquiries, email is the preferred method of contact.