1. Introduction
This legally binding agreement between Worca (the platform provider) and Talent Partners establishes terms for accessing Worca’s online recruitment platform by accepting an invitation to sign up.
2. Definitions
- Worca: The platform provider facilitating connections between talent partners and job seekers
- Platform: The proprietary online system enabling interactions, candidate submissions, and communications
- Client: Companies posting job openings seeking to hire talent
- Job Posting: Detailed listings specifying roles, responsibilities, and qualifications
- Talent Partner: Individual recruiters, agencies, or entities sourcing candidates
- Mission: Formal requests from Worca offering specific job postings with service fee rates and guarantee periods
- Candidate: Individuals sourced by Talent Partners meeting job requirements
- Guarantee Period: Duration a placed candidate must remain employed for fee entitlement
- Service Fee: Compensation upon successful placement completion
3. Relationships
Talent Partners operate as independent contractors with no partnership, joint venture, or employment relationship with Worca. Partners cannot represent themselves as Worca employees.
4. Engagement Process
4.1 Platform Use
Access provided to review postings, access talent databases, and submit candidates with management tools.
4.2 Fair Use
Abuse including unauthorized data extraction or fraudulent submissions is prohibited; violators face platform access termination.
4.3 Mission Offer
Worca must issue Missions through the Platform or written communication containing job details and terms.
4.4 Mission Acceptance
Partners must formally accept Missions before candidate submissions.
4.5 Candidate Submission
Valid submissions require:
- Complete candidate information through the Platform
- Meeting stated qualifications
- Platform timestamp documentation
- First submission timestamp determines ownership; duplicates prohibited
4.6 Mission Fulfillment
Successful placement with candidate employment throughout the guarantee period, including adherence to specified conditions.
5. Responsibilities of Talent Partners
5.1 Legal Compliance
Ensure candidates meet qualifications and comply with applicable employment, immigration, and data privacy laws.
5.2 Accuracy
Provide accurate candidate information; misrepresentation results in agreement termination and fee forfeiture.
5.3 Communication
Maintain timely communication with Worca and clients throughout recruitment.
5.4 Data Privacy
Protect candidate privacy by:
- Obtaining explicit consent before submission
- Securely storing and transmitting data
- Complying with GDPR, CCPA, and local regulations
- Notifying Worca immediately of breaches
Noncompliance may result in platform termination and legal consequences.
5.5 Non-Solicitation
Partners cannot directly contact or engage Worca-introduced clients independently. Violations result in immediate termination, fee forfeiture, and potential legal action.
5.6 Company Representation
Company talent partners guarantee authorized signatories binding all employees and agents. Companies assume responsibility for recruiter compliance and face liability for violations.
6. Responsibilities of Worca
6.1 Platform Access
Worca provides platform access with reservation to update or discontinue services.
6.2 Facilitator Role
Worca facilitates connections without guaranteeing candidate hiring or service fee earnings.
6.3 Payment Processing
Timely service fee payment upon guarantee period completion per agreed terms.
7. Dispute Resolution
7.1 Informal Resolution
Parties first attempt resolution through good faith negotiation.
7.2 Binding Arbitration
Unresolved disputes proceed to binding arbitration under California law in Los Angeles County with final, binding decisions.
8. Termination
8.1 Termination by Either Party
Either party may terminate with written notice; platform access ceases and obligations settle accordingly.
8.2 Termination for Cause
Worca may immediately terminate for breaches including false information, legal noncompliance, or platform misuse, forfeiting all service fees.
8.3 Post-Termination
Pre-termination obligations including earned service fees remain honored.
9. Confidentiality
9.1 Protection
Partners protect confidential client information, candidate details, and proprietary data without third-party disclosure absent written consent.
9.2 Data Security
Worca implements industry-leading protections including:
- TLS/SSL encryption for data transfers
- Strict access controls and multi-factor authentication
- Secure encrypted storage
- GDPR, CCPA compliance
- Immediate breach response and notification
10. Intellectual Property
10.1 Worca Ownership
All platform IP including software, designs, trademarks, and content remains Worca’s exclusive property with limited revocable partner licensing.
10.2 Candidate Data Ownership
Submitted candidate data becomes Worca’s exclusive property with full ownership rights for lawful purposes including recruitment, marketing, and analytics. Partners confirm candidate consent for submission and ownership transfer.
10.3 Generated Data
All platform-generated data including activity logs, communications, submissions, and metrics become Worca’s exclusive property with full usage rights.
11. Limitation of Liability
11.1 Worca’s Liability
Limited to owed service fees; Worca bears no indirect, incidental, or consequential damages liability.
11.2 Partner Liability
Partners assume liability for candidate submission claims and damages including misrepresentation or legal noncompliance.
12. Indemnification
12.1 Partner Indemnification
Partners indemnify Worca, affiliates, and personnel against claims from agreement breaches, legal violations, data privacy breaches, or third-party actions from platform use.
12.2 Worca Indemnification
Worca indemnifies partners against claims from its breaches, payment failures, platform access denial, or negligence/willful misconduct.
13. Amendments and Updates
Worca may amend terms anytime; changes become effective upon website posting. Continued platform use constitutes acceptance.
14. Governing Law
California law governs with disputes resolved in California courts per Section 7 provisions.
15. Entire Agreement
This constitutes the complete understanding superseding all prior agreements and representations.