These Terms are between ResumeStudio, Inc., a Delaware corporation ("Candix", "we"), and the company accepting them ("Client", "you"). They govern Client's use of the Candix Platform. They are business terms: the Platform may not be used by individuals for personal purposes. The individual who accepts these Terms represents that they are authorized to bind Client. Client consents to doing business electronically, including notices, acceptance of these Terms, and amendments, and agrees to maintain a monitored email address on the account.
1. Definitions
- Platform: Candix's hosted service, including brief creation, matching, introductions, referrals, and billing.
- Brief: a role Client opens on the Platform, with a Stated Value, a budget, and a timeframe.
- Stated Value: the maximum amount Client declares it is willing to pay for one Introduction on a Brief.
- Candidate: a person Candix may introduce to Client.
- Proposal: an introduction offered to a Candidate for a specific Brief, pending the Candidate's decision.
- Introduction: the delivery of a Candidate's identity and profile to Client for a specific Brief, which occurs when, and only when, the Candidate accepts the Proposal in the Platform.
- Acceptance: the Candidate's explicit in-app action accepting a Proposal for a specific Brief. Acceptance is the billable event, and the charge attaches to that Brief.
- Balance: the prepaid amount Client has deposited with Candix, plus any Credits.
- Credits: non-cash amounts usable only against Candix fees, either Granted Credits (promotional, issued by Candix) or Earned Credits (rebates earned under Section 8).
- Candidate Data: any information about a Candidate received through the Platform, including identity, background, compensation expectations, and the fact that the Candidate is exploring opportunities.
- Account Group: Client, any entity that controls, is controlled by, or is under common control with Client, and any other account Candix designates under Section 4.
2. What Candix does
Candix operates a hiring marketplace. Client opens a Brief, sets its Stated Value and budget, and deposits funds. Candix's systems, which include automated matching and pricing and may include human review, make Proposals to Candidates. If a Candidate accepts, Client receives the Introduction and is charged.
Three commitments define Introduction fees:
- Client is charged an Introduction fee only on Acceptance. No fee is incurred for matching, for making a Proposal, or for a Candidate who declines or does not respond.
- The Introduction fee cannot exceed the Stated Value in effect when the Proposal was made.
- Introduction fees are only ever drawn from the Balance. Candix reserves the potential fee against the Balance before making a Proposal and does not make Proposals the Balance cannot cover.
Using the Platform incurs no fees other than Introduction fees and taxes; hiring a Candidate costs nothing further. Amounts due under Section 9 and amounts re-owed after a payment reversal are recoveries of Introduction fees already charged, not new fees; they, like taxes, may be charged to the Balance or invoiced. No order form or program terms may reduce the three commitments, the Candidate Data protections of Section 10, or the price-use restrictions of Section 5.
Candix may modify, test, and evolve its matching, ranking, and pricing systems at any time. The three commitments above are invariant.
3. What Candix does not do
Candix is an intermediary: not a staffing firm, not the employer of any Candidate, and not a party to any relationship formed between Client and a Candidate. Except as expressly stated in these Terms, Candix makes no representation or warranty regarding any Candidate: not their availability, skills, or performance, not the accuracy or completeness of information they provide, and not the outcome of any Introduction. Candix does not guarantee that any Brief will receive Introductions, that any Candidate will accept, or that any hire will result. Parts of the Platform's content, including match summaries, are generated with AI assistance from Candidates' profiles; they may contain inaccuracies, and they introduce rather than assess. Client must verify anything it intends to rely on through its own process.
EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE", AND CANDIX DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION.
Client is solely responsible for its hiring process and decisions, including compliance with all applicable employment, anti-discrimination, background-check, and immigration laws.
4. Accounts
- Accounts are for business use by companies hiring for themselves. Briefs must be roles at Client's own organization. Using the Platform to source candidates for third parties (agency, recruiting, or resale use) is prohibited without Candix's prior written agreement and is grounds for termination.
- Client must provide accurate account and organization information and keep it current.
- Candix may designate an account into Client's Account Group when the accounts are connected by common ownership or control, shared payment identity, or referral relationships; a designation takes effect when Candix notifies Client. Obligations stated for the Account Group are Client's own payment and compliance obligations, triggered by the conduct of any member. A designation based only on a referral relationship counts for the referral rules of Section 8, not for payment obligations.
- Client is responsible for activity under its account and for safeguarding its credentials.
5. Introductions, pricing, and billing
- The billable event. An Introduction fee is incurred at Acceptance, at the price computed by the Platform when the Proposal was made. The Candidate's identity is delivered at the same moment. A Proposal remains open for up to 7 days; if the Candidate declines or the Proposal expires, nothing is charged.
- What the price is, and is not. The price of an Introduction reflects marketplace conditions at the moment the Proposal was made, including competition among companies for that profile and the Candidate's own stated compensation expectation. It is not an assessment of the Candidate's quality, skills, character, or likelihood of success in the role. Client agrees not to use prices, or differences between prices, as a factor in evaluating any Candidate, and not to share prices with Candidates.
- Receipts. Each charge is documented in the account with its Brief, the Stated Value, and the price.
- Records and disputes. Fees are calculated on Candix's records of Platform events. Client may dispute any charge in writing within 60 days of the charge; a charge not disputed within that period is final, and claims relating to it are waived, except claims arising from Candix's fraud or willful misconduct. A refund request under Section 9 is not a billing dispute: disputes address whether a charge conformed to these Terms; refunds address whether a validly incurred charge should be returned.
- Billing errors. Errors are corrected by restoring the Balance under the composition rule of Section 9.
- Timeframes. When a Brief's timeframe ends, the Brief pauses: no new Proposals are made and unreserved budget is released, but pending Proposals remain open for their 7-day window and are charged normally on Acceptance. To revoke pending Proposals, close the Brief.
- Editing and closing Briefs. Client may edit a Brief's Stated Value and budget at any time; edits apply prospectively and do not alter amounts already reserved. Closing a Brief revokes its pending Proposals and releases their reserved amounts.
- Repeat introductions. If the same Candidate is introduced to Client again for the same or a substantially similar role (as Candix reasonably determines) within 12 months of a prior charged Introduction that was not refunded, the repeat Introduction is not charged.
- Taxes. Fees are exclusive of applicable taxes, which Client is responsible for except taxes on Candix's income.
- Chargebacks. Client agrees to contact Candix and allow at least 15 days to resolve any billing issue before disputing a charge with its card issuer or bank. Nothing in these Terms waives any right Client has under law or card network rules. Candix may suspend or close accounts that initiate chargebacks in bad faith or as a pattern of abuse, and amounts subject to a chargeback resolved in Candix's favor are immediately due.
6. The Balance
- Prepaid, for Candix services only. Deposits are advance payments for Candix services. The Balance may be used solely to pay fees owed to Candix under these Terms, is redeemable only with Candix, is not transferable, earns no interest, and is neither a deposit account nor insured by any governmental agency.
- Refunds of deposits. Deposited cash is not withdrawable while the account is open, except at Candix's reasonable discretion or where required by law. At account closure or termination, unreserved deposited cash is refunded to the original payment method, or by another reasonable method if that one is unavailable, less any amounts due to Candix.
- Reservations. Amounts reserved for pending Proposals are not available for other commitments.
- Invoice top-ups. Where Candix agrees to invoice-funded top-ups, amounts count toward the Balance only when cash has cleared.
7. Credits
- Granted Credits are promotional. They expire and unlock (become usable) as stated at issuance; unless stated otherwise, they unlock immediately and expire 90 days after issuance.
- Earned Credits are rebates earned under Section 8. They expire if the account has had no login and no transaction for 18 months.
- Credits reserved under a pending Proposal survive their expiry date until the Proposal resolves; if released past expiry, they expire on release.
- All Credits: no cash value, non-refundable, non-transferable, not withdrawable. Fees are paid from Granted Credits first, then Earned Credits, then cash. On closure or termination, Granted Credits are forfeited. After a closure or termination not caused by Client's material breach or fraud, Earned Credits are restored if the account is reopened within 90 days of closure, and are otherwise forfeited.
8. Scouting rebates
Client may refer candidates to the Candix network under the scouting program.
- Rebates accrue only on other clients' charges for introductions of a person Client referred, and only on charges dated within 12 months of the referral date (the date the referred person signs up through the referral); they stop accruing when Client's account closes. They are computed at the program percentage in effect at the time of the referral (published in the account), applied to Net Revenue, and issued as Earned Credits. Net Revenue means the amount Candix charges for the Introduction, whether paid in cash or Credits, net of refunds and taxes. The rebate on a charge dated within the window settles normally even if settlement falls outside the window.
- Rebates settle only after the underlying charge survives its 30-day refund window. If a charge is later refunded, its rebate is clawed back by netting against Earned Credits and future rebates; the earned balance may go negative as an offset. Clawbacks are not invoiced.
- Referrals must be genuine: referrals made through coordination with the hiring company, coached misrepresentation (including inflated compensation expectations), or self-dealing within an Account Group earn nothing and are grounds for termination. Candix will not knowingly match Client with a Candidate that Client's own Account Group referred.
- Client is responsible for its own taxes on rebates. Candix may request tax documentation and may withhold or report where law requires.
9. Refunds and refund integrity
- Client may request a refund of a charge within 30 days of the charge, or any longer period the refund policy provides (for example, a Candidate who accepts an introduction and then does not respond). Whether a refund is granted is at Candix's reasonable discretion under the refund policy published in the account. Material changes to that policy follow the notice process of Section 16 and do not apply to charges predating the change.
- Composition rule. Refunds and billing corrections restore the Balance in the composition originally charged: cash as cash, Credits as Credits with their original expiries. Refunds are not paid out in cash while the account is open.
- Refund integrity. A refund returns the money; it does not undo the Introduction. If, within 12 months of the Introduction, any member of Client's Account Group hires the Candidate from a refunded Introduction, engages them as an employee or independent contractor, or knowingly procures their services through an intermediary, the refunded amount becomes due again immediately, and Candix may charge it against the Balance or invoice it. This does not apply where the Candidate was hired through a public application process without solicitation by anyone aware of the Introduction; responding to a Candidate-initiated application is not solicitation, and Client's ordinary applicant-tracking records suffice to establish the application channel. Any subsequent Introduction of the same Candidate to Client, whether charged or free, extinguishes any outstanding refund-integrity amount for that Candidate.
10. Candidate Data
Candidates trust Candix with their job search, often while employed. Client receives Candidate Data under a duty of confidence, not as its property.
- Purpose limitation. Candidate Data may be used solely to evaluate and conduct the specific recruitment for which the Introduction was made, and only by Client personnel who need it for that purpose.
- No disclosure. Client will not disclose Candidate Data to any third party, other than service providers processing it on Client's behalf for the recruitment and bound to confidentiality at least as protective as this Section, and in particular will not reveal, confirm, or imply to a Candidate's current employer that the Candidate is looking.
- No exploitation. No scraping or automated extraction; no adding Candidates to databases, CRMs, or mailing lists beyond the recruitment at hand (retention permitted by the retention clause below is not a violation of this paragraph); no use of Candidate Data to train models; no contacting Candidates for anything other than the recruitment.
- Not a consumer report. Candix is not a consumer reporting agency: Candidate profiles and match summaries are drawn only from information Candidates provide (including interviews with us) and from public professional information, and are transmitted at each Candidate's direction, for recruiting only. Client will not use Candidate Data to determine any person's eligibility for credit or insurance, or treat it as a consumer report or a substitute for one. Any background check must be obtained from a consumer reporting agency in compliance with the Fair Credit Reporting Act (FCRA).
- Retention and deletion. When the recruitment ends, Client will delete or cease actively using the Candidate Data of Candidates not hired, except that Client may retain Candidate Data (a) as required by applicable law, including employer recordkeeping obligations for applicant records; (b) as reasonably necessary to establish or defend legal claims, including where a claim or investigation is pending or reasonably anticipated, until its final disposition; and (c) in routine backups not used for any other purpose. Retained Candidate Data remains subject to this Section and must be deleted when those purposes lapse.
- Privacy law. Client will process Candidate Data in compliance with applicable privacy laws, including, where applicable, the California Consumer Privacy Act (CCPA), and will provide at least the same level of privacy protection the CCPA requires of businesses. Client will promptly assist with consumer rights requests Candix forwards, and will notify Candix of deletion requests Candidates make directly; Client may decline deletion where retention is permitted above. Client will notify Candix if it can no longer meet its obligations under this Section, and Candix may take reasonable steps to verify Client's compliant use and, on notice, require Client to stop and remediate unauthorized use.
- Breach. Client will notify Candix promptly of any unauthorized use or disclosure. Client is responsible for breaches of this Section and for failures to maintain reasonable administrative, technical, and physical safeguards for Candidate Data in its possession. This Section does not restrict information Client obtains from public sources or knew independently of the Platform, or disclosures the law compels (with notice to Candix where lawful).
11. Automated systems
- The Platform uses automated systems, including machine-learning models, to match, rank, and price introductions. The systems apply Client's Brief; Client is responsible for the content and lawfulness of its Briefs under anti-discrimination law, and Candix may reject or require amendment of a Brief containing unlawful criteria.
- Candix does not provide Client with model scores, rankings, or probabilities about Candidates; Candidate evaluation is Client's own.
- Where laws governing automated employment decision tools apply to Client's use of the Platform, Candix will, on request, make available documentation about the Platform's operation that Candix can reasonably provide for Client's own compliance. Client remains responsible for its own notices, postings, and filings.
12. Client conduct, suspension, termination
- Grounds. Candix may suspend or terminate an account for: material breach of these Terms; providing false organization or account information; agency or resale use of Briefs; circumvention of billing (including refund-then-hire in violation of Section 9); misuse of Candidate Data; a pattern of receiving Introductions and failing to respond to Candidates; refund or chargeback abuse; fraud; or where required by law. Candix will state the ground where the law allows, and for remediable breaches will allow a reasonable cure period. Suspected fraud may be acted on immediately pending review.
- Convenience. Candix may terminate for convenience with 30 days' notice; Client may close its account at any time.
- Effect. Charges already incurred survive. Closing or terminating the account closes all Briefs, revoking pending Proposals and releasing their reservations. Unreserved deposited cash is refunded under Section 6; Credits are handled under Section 7.
- Survival. Payment obligations, Section 8 clawbacks (as offsets against Credits and rebates only), Sections 3, 5 (records, disputes, chargebacks), 6, 7, 9, 10, 13, 14, 15, the governing-law, venue, collections, and notices provisions of Section 16, and any other provision that by its nature continues survive termination.
13. Confidentiality, license, and intellectual property
- Confidentiality. Candix protects Client's Stated Values and budgets with reasonable care and uses them only to perform under these Terms. Beyond those, do not share confidential information with Candix. Briefs and role and company descriptions exist to be shown: we may display, quote, summarize, or rephrase them for Candidates, including with AI. We take care in what we include, but treat that as best effort, not a promise. Candix may use Client inputs and Platform activity in aggregated or de-identified form to operate and improve the Platform, including pricing and matching, in ways that do not identify Client.
- License. Candix grants Client a non-exclusive, non-transferable right to access and use the Platform while Client's account is open, for Client's own hiring. Client will not scrape or extract Platform content by automated means, interfere with the Platform's systems, or use the Platform unlawfully. Candix owns the Platform and all related IP. Client may provide feedback, which Candix may use without restriction.
14. Indemnification
- By Client: Client will defend and indemnify Candix against third-party claims arising from Client's hiring process and employment decisions, Client's breach of Section 10 (including use of Candidate Data in violation of the FCRA or privacy laws), and Client's violation of law in using the Platform.
- By Candix: Candix will defend and indemnify Client against third-party claims that the Platform itself infringes intellectual-property rights, except where the claim arises from Client's breach of these Terms or from combining the Platform with items not provided by Candix.
- Procedure. The indemnified party must give prompt notice, allow the indemnifying party control of the defense, and reasonably cooperate. For IP claims, Candix may procure the right to continue, modify the Platform to be non-infringing, or terminate the affected use and refund unreserved deposited cash.
15. Liability
- Neither party is liable for indirect, incidental, consequential, special, or punitive damages, including lost profits, even if advised of the possibility.
- Each party's total liability arising out of or relating to these Terms or the Platform is capped at the fees charged to Client under these Terms in the 12 months preceding the first event giving rise to liability.
- Willful misuse of Candidate Data means a knowing violation of Section 10, including deliberate disclosure to a Candidate's employer, or commercial exploitation such as resale, systematic database-building, or model training. Inadvertent retention or importation that is promptly remediated is not willful misuse.
- Neither the cap nor the exclusions in this Section apply to: Client's payment obligations; either party's indemnification obligations; willful misuse of Candidate Data; or either party's fraud or willful misconduct.
16. General
- Changes to these Terms. Candix may update these Terms with notice to the account (email and in-platform) at least 15 days before changes take effect; continued use of the Platform after the effective date constitutes acceptance. Changes do not apply to charges incurred or Credits issued before the effective date. If Client closes its account rather than accept a change, unreserved deposited cash is refunded.
- Governing law and venue. Delaware law, excluding conflicts rules. Exclusive venue: state and federal courts located in Delaware; both parties consent to their jurisdiction. EACH PARTY WAIVES ITS RIGHT TO A JURY TRIAL and to participate in a class or representative action; disputes proceed individually.
- Collections. Overdue invoiced amounts bear interest at 1% per month or the highest lawful rate, whichever is lower; the prevailing party in a collection action recovers its reasonable attorneys' fees.
- Assignment. Client may not assign these Terms without consent, except to a successor in a merger or sale of substantially all assets, with notice.
- Notices to Candix: support@candix.com. To Client: the account's email.
- Entire agreement; order of precedence. These Terms, the policies they reference (including the refund policy and program percentages published in the account), plus any signed order form or program terms (which prevail on conflict, except as stated in Section 2) are the entire agreement.
- Miscellany. A failure to enforce a provision is not a waiver of it. If any provision is unenforceable, it is limited to the minimum extent necessary and the rest remains in effect. These Terms create no third-party beneficiaries, and the parties are independent contractors. Neither party is liable for delay or failure caused by events beyond its reasonable control, except payment obligations.
17. Contact
ResumeStudio, Inc.
415 Mission Street, Floor 37
San Francisco, CA 94105, USA
Email: support@candix.com