Terms of Use


Effective Date: August 23, 2025

These Terms of Use (the "Agreement") govern a Customer's acquisition and use of the TalentMatchAI platform, software, and services, including all subdomains, tenant accounts, and related documentation, owned and operated by Clockwork Venture Inc., a Canadian corporation ("Company," "TalentMatchAI," "we," or "us"). By creating an account, executing an order, or using the Platform, Customers and their authorized users ("Users") agree to these Terms of Use. If you do not agree, do not access or use the Platform.

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1. Access and Use

1.1 Provision of Access. Subject to these Terms, Company grants Customer a non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during the applicable subscription term solely for internal business purposes. Customers may invite Users to access their secure tenant environment. Customers are responsible for all activity within their tenant.

1.2 Restrictions. Customer and Users shall not: (a) reverse engineer, copy, modify, or create derivative works of the Platform; (b) use the Platform to build a competitive product; (c) upload data or resumes without lawful rights or consent; (d) interfere with the security or integrity of the Platform; or (e) use the Platform in violation of applicable laws.

1.3 Future Functionality. Customer's use of the Platform is not contingent upon delivery of future functionality or features.

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2. Data and Privacy

2.1 Customer Data. Customer retains all rights to resumes, candidate information, and other content uploaded ("Customer Data"). Company only processes Customer Data to provide services and does not sell or share Customer Data except as required by law or as described in our [Privacy Policy](https://talentmatchai.com/privacy).

2.2 PIPEDA/GDPR Compliance. To the extent Customer Data includes personal information subject to the Personal Information Protection and Electronic Documents Act (PIPEDA), EU General Data Protection Regulation (GDPR), or other privacy laws, Company acts as a service provider/data processor. Customer is the data controller and responsible for lawful collection and sharing of such data. Company will:

* Process Customer Data only under Customer's instructions.
* Maintain administrative, technical, and physical safeguards consistent with industry standards.
* Support Customer's reasonable data subject requests where applicable.

2.3 Data Storage and AI Services. The Platform uses Google Cloud Platform (GCP) for storage, Google Docs OCR for document processing, and Vertex AI Datastore (Separate by Customer) for AI-powered search and analysis. Data is encrypted in transit.

2.4 Data Retention and Deletion. Upon termination, Company will retain Customer Data for a limited period before secure deletion or anonymization. Aggregated, non-identifiable data may be retained for analytics and service improvement.

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3. AI Features and Disclaimers

3.1 AI Outputs. The Platform includes AI-powered features such as resume parsing, candidate-job matching, and OCR analysis. AI outputs are provided "as is" for informational purposes only and should not be considered definitive hiring recommendations.

3.2 Accuracy and Limitations. AI technologies may generate errors or omissions. Company makes no guarantees regarding the accuracy, completeness, or legality of AI-generated results. Customers remain responsible for evaluating candidates and complying with employment and privacy laws.

3.3 No Employment Guarantee. Use of the Platform does not guarantee hiring success, compliance, or specific business outcomes.

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4. Fees and Payment

Customers agree to pay all applicable fees as described in the order or pricing plan. Additional usage, including high-volume AI analysis or OCR processing, may incur extra charges. Fees are non-refundable except as expressly stated.

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5. Security and Confidentiality

5.1 Security. Company maintains industry-standard security measures to protect Customer Data. However, no system is entirely secure; Customers should maintain independent backups.

5.2 Confidential Information. Each party agrees to keep confidential information secure and to use it only as necessary to perform obligations under this Agreement.

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6. Term and Termination

This Agreement remains effective during the subscription term (even on a Free plan) and automatically renews unless cancelled with 30 days' notice. Company may suspend or terminate access for material breach, non-payment, or unlawful activity.

Upon termination, Customer must cease all use and export any Customer Data if on a Paid Plan. Company will delete or anonymize Customer Data as described above.

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7. Warranties and Disclaimers

7.1 No Warranty. Except as expressly provided, the Platform is provided "as is." Company disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

7.2 Third-Party Services. Integrations or links to third-party services are provided at Customer's discretion and risk. Company is not responsible for third-party services.

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8. Limitation of Liability

To the maximum extent permitted by law, Company and its affiliates are not liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, even if advised of the possibility. In any event, Company's aggregate liability will not exceed the fees paid by Customer in the 12 months preceding the claim.

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9. Indemnification

Customer will defend, indemnify, and hold Company harmless against claims arising from Customer Data, use of the Platform, or violation of laws.

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10. Miscellaneous

Governing Law. This Agreement is governed by the laws of the Province of New Brunswick and the federal laws of Canada.
* Assignment. Customer may not assign this
* Agreement without prior written consent.
* Force Majeure. Company is not liable for events beyond its reasonable control.
* Severability. If any provision is found invalid, the rest remains in effect.
* Entire Agreement. This Agreement and any referenced policies are the entire agreement between the parties.

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For questions, please contact:
Legal (legal@talentmatchai.com)