Terms of Service

1. Definitions and Interpretation

In these Terms, unless the context otherwise requires:

• "Applicant" means an individual who submits information, including but not limited to curriculum vitae, assessment responses, or other personal data, through the Platform in response to an Employer's use of the Services.
• "Assessment Data" means the outputs generated by the Platform when processing Applicant information, including: (i) the CVs' AI Assessment (AI-generated — CV parsing, semantic comprehension, and evaluation of Knowledge, Skill, Competence, and Experience); (ii) the deterministic COB (Conscientiousness-Openness Balance), EQ (Emotional Intelligence), and LAA (Learning Agility Assessment) outputs; (iii) the deterministic TRIO™ aggregation; and (iv) the stored TRIAGE™ responses for direct Employer use.
• "CV Data" means curriculum vitae, resumes, and any other documents or information submitted by Applicants describing their professional background, qualifications, and experience.
• "Employer" or "Tenant" or "you" means the organisation or individual that registers for and uses the Services to manage applicant relationships.
• "Noesis Hiring" or "NH" or "we" or "us" means Noesis Hiring Ltd, a company registered in England and Wales, with registered address at 167-169 Great Portland Street, London, W1W 5PF.
• "Platform" means the NoesisHiring.ai web application, APIs, and associated technology infrastructure through which the Services are delivered.
• "Services" means the technology services provided by Noesis Hiring through the Platform, including but not limited to: CV collection tools, AI-powered assessment generation, applicant relationship management features, and tenant-branded application interfaces.
• "TRIAGE™" means the customisable questionnaire framework within the Platform whereby Employers create screening questions and the Platform stores Applicant responses for direct use by the Employer. NH does not currently perform AI analysis on TRIAGE™ responses; any future change will be notified to Employers in accordance with §10.1.
• "TRIO™" means the deterministic aggregation methodology combining the deterministic COB, EQ, and LAA outputs (and, where applicable, the Employer-evaluated TRIAGE™ responses) into a unified applicant profile. TRIO™ is not AI-generated.

2. Nature of Services

2.1 Technology Platform

Noesis Hiring provides a technology platform that enables Employers to collect, organise, and analyse information from Applicants. The Platform uses artificial intelligence to generate assessment insights designed to support, but not replace, human decision-making in recruitment processes.

2.2 What We Do Not Provide

For the avoidance of doubt, Noesis Hiring does NOT:

1. source, search for, or identify potential applicants or candidates;
2. make introductions between Employers and Applicants;
3. select, shortlist, or recommend specific Applicants for roles;
4. supply workers or place individuals in employment;
5. provide employment agency or employment business services as defined by the Employment Agencies Act 1973;
6. guarantee or warrant any particular hiring outcome;
7. make or influence employment decisions on the Employer's behalf.

2.3 Hiring Decisions

All hiring decisions, including but not limited to screening, interviewing, selection, and offers of employment, are made solely by the Employer. Assessment Data generated by the Platform is provided as decision-support information only. The Employer retains full responsibility for evaluating Applicants and making employment decisions in compliance with applicable law. Under no circumstances does the Platform "rank" or "recommend" candidates in a way that replaces the Employer's discretion.

3. Account and Access

3.1 Registration

To use the Services, the Employer must register for an account and provide accurate, complete information. The Employer is responsible for maintaining the confidentiality of account credentials and for all activities that occur under their account.

3.2 Multi-Tenancy

The Platform operates on a multi-tenant architecture. Each Employer's data is logically separated from other Employers' data. Applicant data submitted through one Employer's branded interface is accessible only to that Employer and is not shared with, visible to, or used for the benefit of other Employers.

3.3 No Cross-Tenant Learning

The Platform's artificial intelligence systems do not learn from or aggregate data across Employers. Each Employer's Applicant data is processed in isolation. Assessment models are not trained or improved using data from individual Employers' usage.

4. Data Responsibilities

4.1 Relationship with Applicants

Applicants submit their information through the Employer's branded application interface. The contractual and data protection relationship regarding CV Data is between the Employer and the Applicant. Noesis Hiring processes this data on the Employer's behalf.

4.2 Data Controller and Processor Roles

Under applicable data protection legislation, including the UK GDPR:

1. CV Data Storage: The Employer is the data controller. Noesis Hiring acts as a data processor, storing and transmitting CV Data in accordance with the Employer's instructions and the Data Processing Agreement.
2. Assessment Generation (CVs' AI Assessment): Noesis Hiring and the Employer are joint controllers for the AI-powered processing of CV content (CV parsing, semantic comprehension, and KSCE evaluation). Noesis Hiring determines the assessment methodology; the Employer determines the purpose for which the assessment outputs are used. The deterministic COB, EQ, LAA assessments and the deterministic TRIO™ aggregation are NH-operated processing for which the Employer is the controller and NH the processor.
3. TRIAGE™ Questions and Responses: The Employer is the data controller for TRIAGE™ question content, which the Employer designs. Noesis Hiring is a processor for collecting and storing responses. NH does not currently perform AI analysis on TRIAGE™ responses (future capability subject to amendment notice under §10.1).

4.3 Data Processing Agreement

The parties shall enter into a Data Processing Agreement that sets out the terms on which Noesis Hiring processes personal data on the Employer's behalf, in compliance with Article 28 of the UK GDPR.

4.4 Sub-Processors

Noesis Hiring uses the following categories of sub-processors to deliver the Services:

1. Cloud Infrastructure: Google Cloud Platform (Firebase/Firestore) for data storage
2. AI Processing: Anthropic (Claude API) and Google (Gemini API) for artificial intelligence processing under commercial API agreements that prohibit use of processed data for model training

A current list of sub-processors is maintained in the Data Processing Agreement. The Employer will be notified of changes to sub-processors with reasonable advance notice.

5. Acceptable Use

5.1 Lawful Use

The Employer shall use the Services only for lawful purposes and in compliance with all applicable laws, including but not limited to employment law, equality law, and data protection law.

5.2 Non-Discriminatory Use

The Employer shall not use Assessment Data or any Platform features in a manner that unlawfully discriminates against Applicants on the basis of protected characteristics under the Equality Act 2010 or equivalent legislation. Assessment Data is designed to evaluate work-relevant attributes and must not be used as a proxy for protected characteristics.

The Employer acknowledges that Assessment Data measures specific traits and is not a definitive statement of an Applicant's suitability. The Employer is responsible for ensuring their overall recruitment process is inclusive.

5.3 TRIAGE™ Question Responsibility

Where the Employer creates custom TRIAGE™ questions, the Employer is solely responsible for ensuring those questions are lawful, non-discriminatory, and appropriate for the role. Noesis Hiring does not review or approve Employer-created questions and accepts no liability for their content or consequences.

5.4 AI Regulatory Compliance

The Platform's AI-powered assessment features may constitute a high-risk AI system under applicable AI regulations including, where relevant, the EU Artificial Intelligence Act (Regulation 2024/1689). The Employer acknowledges and agrees that:

1. Assessment Data is decision-support information, not an autonomous decision;
2. the Employer must maintain meaningful human oversight of all hiring decisions;
3. the Employer must not make significant employment decisions based solely on automated processing without human review;
4. the platform doesn't process or perform any autonomous decisions over the selection or exclusion of applicants at any stage;
5. the Employer must inform Applicants that AI is used in the assessment process.

6. Intellectual Property

6.1 Noesis Hiring IP

Noesis Hiring owns all intellectual property rights in the Platform, Services, assessment implementations, and associated technology. This includes but is not limited to: the COB (Conscientiousness-Openness Balance) and EQ (Emotional Intelligence) assessment frameworks as implemented in the Platform; the LAA (Learning Agility Assessment) implementation; the TRIAGE™ and TRIO™ frameworks; all algorithms, scoring models, and analytical methods; and the Platform's software, user interface, and documentation. The Applicant Relationship Management (ARM) framework is a public framework not proprietary to NH; NH applies and implements it within the Platform but does not claim ownership of the framework itself. Nothing in these Terms transfers ownership of any Noesis Hiring intellectual property to the Employer.

6.2 Employer Content

The Employer retains ownership of content they create or upload, including: job descriptions and postings; employer branding and logos; custom TRIAGE™ questions; and any other materials provided by the Employer. The Employer grants Noesis Hiring a limited licence to use such content solely for the purpose of providing the Services.

6.3 Applicant Content

CV Data and other content submitted by Applicants remains the property of the respective Applicant. The Employer and Noesis Hiring process such content under the authorities described in Section 4 and the Privacy Policy.

6.4 Trademarks

TRIAGE™ and TRIO™ are trademarks or claimed trademarks of Noesis Hiring Ltd. NoesisHiring and the NoesisHiring logo are trademarks of Noesis Hiring Ltd. The Applicant Relationship Management (ARM) framework is a public framework and is not trademarked by Noesis Hiring Ltd. All other rights reserved.

7. Liability and Disclaimers

7.1 No Guarantee of Outcomes

Noesis Hiring does not guarantee any particular hiring outcome. The quality of hires, retention rates, employee performance, or any other employment-related outcomes depend on the Employer's decisions and many factors outside Noesis Hiring's control.

7.2 Assessment Limitations

Assessment Data represents AI-generated insights based on available information. Assessments are probabilistic tools, not deterministic predictions. Noesis Hiring does not warrant that assessments will accurately predict job performance, cultural fit, or any other attribute. The Employer should use assessments as one input among many in a holistic evaluation process.

7.3 Hiring Decision Liability

The Employer is solely liable for all hiring decisions made using information obtained through the Platform. Noesis Hiring shall have no liability for claims arising from the Employer's employment decisions, including but not limited to claims of discrimination, unfair dismissal, or negligent hiring.

7.4 Platform Availability

Noesis Hiring will use reasonable efforts to maintain Platform availability but does not guarantee uninterrupted access. The Platform may be unavailable due to maintenance, updates, or circumstances beyond Noesis Hiring's reasonable control.

7.5 Limitation of Liability

To the maximum extent permitted by law:

1. Noesis Hiring's total liability under or in connection with these Terms shall not exceed the fees paid by the Employer in the twelve (12) months preceding the claim;
2. Noesis Hiring shall not be liable for any indirect, consequential, special, or incidental damages, including loss of profits, loss of data, or loss of business opportunity;
3. Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

8. Term and Termination

8.1 Term

These Terms commence on the date the Employer registers for the Services and continue until terminated in accordance with this Section 8.

8.2 Termination by Employer

The Employer may terminate these Terms at any time by providing written notice to Noesis Hiring and ceasing use of the Services. Prepaid fees are non-refundable unless otherwise specified in the applicable subscription terms.

8.3 Termination by Noesis Hiring

Noesis Hiring may terminate these Terms:

1. immediately, if the Employer breaches Section 5 (Acceptable Use);
2. upon thirty (30) days' written notice for any other material breach that remains uncured;
3. upon ninety (90) days' written notice for convenience.

8.4 Effect of Termination

Upon termination:

1. The Employer's access to the Platform will be suspended;
2. The Employer may request export of their data within thirty (30) days of termination;
3. After the export period, Noesis Hiring will delete the Employer's data in accordance with the Data Processing Agreement, subject to any legal retention requirements.

8.5 Survival

Sections 6 (Intellectual Property), 7 (Liability), 9 (Governing Law), and any provisions which by their nature should survive, shall survive termination.

9. Governing Law and Disputes

9.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of England and Wales.

9.2 Dispute Resolution

Any dispute arising out of or in connection with these Terms shall first be subject to good faith negotiation between the parties for a period of not less than thirty (30) days. If the dispute cannot be resolved through negotiation, either party may refer the dispute to binding arbitration under the rules of the London Court of International Arbitration (LCIA). The seat of arbitration shall be London, England.

9.3 Injunctive Relief

Nothing in this Section 9 shall prevent either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to protect its intellectual property rights or confidential information.

10. General Provisions

10.1 Amendments

Noesis Hiring may amend these Terms from time to time. Material changes will be notified to the Employer at least thirty (30) days before taking effect. Continued use of the Services after the effective date constitutes acceptance of the amended Terms.

10.2 Entire Agreement

These Terms, together with the Data Processing Agreement and Privacy Policy, constitute the entire agreement between the parties regarding the Services and supersede all prior agreements and understandings.

10.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

10.4 No Waiver

Failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

10.5 Assignment

The Employer may not assign these Terms without Noesis Hiring's prior written consent. Noesis Hiring may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

10.6 Notices

Notices to Noesis Hiring shall be sent to: legal@noesishiring.ai or by post to the registered address. Notices to the Employer shall be sent to the email address associated with the Employer's account.

10.7 Third-Party Rights

A person who is not a party to these Terms shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.