Terms of Service - VisionHR by Ideas Factory

These Terms of Service (the "Terms") are a binding agreement between you and the entity you represent ("Customer", "you") and Ideas Factory US, LLC ("Ideas Factory", "we", "us"), and govern your access to and use of the VisionHR platform, websites, applications, and related services (collectively, the "Service"). By creating an account, accessing, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

1. The Service

VisionHR is a multi-tenant recruiting and onboarding platform that captures candidates, matches them to open roles using artificial intelligence, and supports the hiring workflow through to agreement signature. We may update, improve, or modify the Service from time to time.

2. Accounts and Eligibility

You must provide accurate account information and are responsible for all activity under your account and for safeguarding your credentials. You must be authorized to bind the organization you represent. Access is provisioned by role, and you agree not to share credentials or attempt to access data or areas you are not authorized to use.

3. Subscriptions, Billing, and Trials

Paid plans are billed in advance on a monthly or annual basis through our payment processor. Fees are stated at the time of purchase and are non-refundable except where required by law. Plans enforce usage limits; exceeding a plan's entitlements may require an upgrade. You may cancel at any time, and access to paid features continues until the end of the current billing period. We may change pricing on prospective renewals with reasonable notice.

4. Acceptable Use

You agree not to, and not to permit any third party to:

copy, reproduce, republish, frame, mirror, or create derivative works from the Service or its interface, code, or content, except as expressly permitted;
reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or underlying ideas of the Service;
scrape, harvest, or systematically extract data or code from the Service by automated or manual means;
resell, sublicense, rent, or provide the Service to third parties as a service bureau;
circumvent, disable, or interfere with security, authentication, tenancy isolation, rate limits, or usage controls;
upload unlawful, infringing, or malicious content, or use the Service to violate any applicable law or the rights of others.

5. Intellectual Property

The Service, including all software, source code, user interfaces, designs, text, graphics, logos, trademarks, and the selection and arrangement thereof, is owned by Ideas Factory US, LLC or its licensors and is protected by copyright, trademark, and other laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during your subscription. No other rights are granted. All rights not expressly granted are reserved. "VisionHR" and related marks are trademarks of Ideas Factory US, LLC; you may not use them without prior written permission.

6. Customer Data and Privacy

As between the parties, you retain all rights to the data you and your users submit to the Service ("Customer Data"), including candidate and personal information. You grant us a limited license to process Customer Data solely to provide and support the Service. You are responsible for obtaining any consents required to process personal data (including candidate data) through the Service and for complying with applicable data-protection laws. We implement reasonable technical and organizational measures, including tenant isolation and access controls, to protect Customer Data. Our handling of personal data is further described in our Privacy Policy.

7. AI Features

The Service uses artificial intelligence to generate content such as match scores, summaries, interview questions, and draft documents. AI output can be inaccurate or incomplete and is provided as assistance, not as a hiring decision or professional advice. You are responsible for reviewing AI output and for all hiring and employment decisions. You must not use the Service to make decisions in a manner that unlawfully discriminates against any person.

8. Third-Party Services

The Service integrates third-party providers (for example, identity, payment, email, SMS, and AI providers). Your use of those integrations may be subject to the third party's terms, and we are not responsible for third-party services.

9. Confidentiality

Each party may access confidential information of the other. Each party agrees to protect the other's confidential information with reasonable care and to use it only to exercise its rights and perform its obligations under these Terms. The Service, including its non-public features, code, and pricing, is our confidential information.

10. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT AI OUTPUT WILL BE ACCURATE.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, OR DATA. OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS YOU PAID FOR THE SERVICE IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

12. Indemnification

You will defend and indemnify Ideas Factory against third-party claims arising from your Customer Data, your use of the Service in violation of these Terms, or your violation of law or the rights of a third party.

13. Term and Termination

These Terms apply while you use the Service. We may suspend or terminate access for material breach, non-payment, or misuse. Upon termination, your license ends and you must stop using the Service. You may export your Customer Data before termination where the Service provides that functionality. Sections that by their nature should survive (including Intellectual Property, Confidentiality, Disclaimers, Limitation of Liability, and Indemnification) will survive.

14. Changes to These Terms

We may update these Terms from time to time. Material changes will be posted here with an updated date and, where appropriate, communicated to you. Continued use of the Service after changes take effect constitutes acceptance.

15. Governing Law and Disputes

These Terms are governed by the laws of the State of California, United States, without regard to its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Solano County, California for any dispute not subject to binding arbitration, if agreed separately.

16. Contact

Questions about these Terms can be sent to contact@visionconcierge.io, Ideas Factory US, LLC.