Terms of Use

These Terms of Use (“Terms”) govern your access to and use of the Wirehead platform, website, and services (collectively, the “Platform”) operated by Wirehead Corporation (“Wirehead”, “we”, “us”, or “our”). By accessing or using the Platform you agree to be bound by these Terms. If you do not agree, do not use the Platform.

1. Eligibility

You must be at least 18 years of age to use the Platform. By using the Platform you represent that you meet this requirement. The Platform is intended for use by information and information technology (I&IT) professionals and enterprise clients in Canada and internationally.

2. Platform Description

Wirehead operates an online talent exchange connecting independent I&IT contractors (“Contractors”) with federal government, provincial, and broader public sector enterprise clients (“Clients”) and private-sector organisations seeking contingent workforce solutions. Wirehead acts as a contingent workforce management intermediary and, where applicable, as the vendor of record under supply arrangements including ProServices, TBIPS, and SBIPS.

3. No Employment Relationship

Use of the Platform does not create an employment relationship between you and Wirehead, or between a Contractor and a Client. The Platform facilitates introductions and contract placements only. All engagements result in contracts between the relevant Contractor (or their corporation) and the Client, with Wirehead acting as the vendor of record where applicable. Nothing in these Terms shall be construed to constitute either party an employee, agent, joint-venture partner, or legal representative of the other.

4. Contractor Responsibilities

As a Contractor using the Platform, you agree to:

• provide accurate, current, and complete information in your profile and applications, including your security clearance status;
• not misrepresent your qualifications, experience, citizenship status, or security clearance level;
• maintain all licences, registrations, and insurance required to perform the services you offer;
• comply with all applicable federal and provincial laws governing self-employment, taxation, and professional conduct;
• notify Wirehead immediately if your security clearance status changes;
• not submit applications for roles for which you are not genuinely qualified or available.

5. Client Responsibilities

As a Client using the Platform, you agree to:

• use Candidate profiles and AI Match results solely for legitimate procurement and hiring evaluation purposes;
• comply with all applicable employment, privacy, and anti-discrimination laws when reviewing and selecting candidates;
• not share Candidate information with third parties outside your organisation without Wirehead's written consent;
• pay all invoices issued by Wirehead in accordance with agreed payment terms;
• not circumvent the Platform by directly engaging a Contractor you discovered through Wirehead without a separate written agreement with Wirehead.

6. Prohibited Uses

You agree not to:

• use the Platform for any unlawful purpose or in violation of these Terms;
• submit false, misleading, or fraudulent information;
• scrape, crawl, or systematically extract data from the Platform without Wirehead's express written permission;
• attempt to gain unauthorised access to any portion of the Platform or its systems;
• upload malware, viruses, or any code intended to disrupt or damage the Platform;
• use the Platform to harass, threaten, or discriminate against any individual;
• reproduce, distribute, or create derivative works from Platform content without our express written permission.

7. Intellectual Property

All content on the Platform, including text, graphics, logos, software, and the AI Match methodology and algorithm, is the intellectual property of Wirehead Corporation or its licensors and is protected by Canadian and international copyright, trademark, and other intellectual property laws.

“Wirehead” and “AI Match” are trademarks of Wirehead Corporation. You may not use the Wirehead name, the AI Match name, or the AI Match methodology for any commercial purpose without our express written consent.

By submitting content to the Platform (including your resume, cover letter, or profile information), you grant Wirehead a non-exclusive, royalty-free, worldwide licence to use, store, display, and process that content solely for the purpose of operating and improving the Platform and matching you with relevant opportunities.

8. Privacy

Your use of the Platform is also governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform you consent to our collection and use of your personal information as described in the Privacy Policy.

9. Disclaimer of Warranties

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WIREHEAD DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WIREHEAD DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WIREHEAD CORPORATION AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) $100 CAD OR (B) THE AMOUNTS YOU PAID TO WIREHEAD IN THE 12 MONTHS PRECEDING THE CLAIM.

11. Indemnification

You agree to indemnify, defend, and hold harmless Wirehead Corporation and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to your use of the Platform, your violation of these Terms, or your violation of any rights of a third party.

12. Modifications to the Platform and Terms

We reserve the right to modify or discontinue the Platform at any time without notice. We may update these Terms from time to time. The updated Terms will be posted with a new effective date. Your continued use of the Platform after any change constitutes acceptance of the revised Terms.

13. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts of Ontario, Canada for the resolution of any dispute arising out of or relating to these Terms or your use of the Platform.

14. Contact

Questions about these Terms may be directed to:

Wirehead Corporation
Legal
Email: legal@wirehead.com
Website: wirehead.com