These Terms and Conditions (“Terms”) are a legally binding agreement between you and BriarBear Labs Inc., a Wyoming corporation doing business as Arca (“Arca,” “we,” “us,” or “our”), concerning your access to and use of arca.ph and our related talent matching, account, communication, and placement services (collectively, the “Services”).
By accessing or using the Services, you agree to these Terms. If you use the Services on behalf of a company or other organization, you represent that you have authority to bind that organization, and “you” includes that organization. If you do not agree, do not use the Services.
1. Eligibility and Accounts
You must be at least 18 years old and legally able to enter into a binding agreement to use the Services. You agree to provide accurate, current, and complete information and to keep it updated. You are responsible for safeguarding your credentials and for activity under your account. Notify us promptly at support@arca.ph if you suspect unauthorized access.
We may reject an application, decline to create an account, require additional verification, or suspend access when reasonably necessary to protect users, comply with law, or maintain the integrity of the Services.
2. Our Services
Arca helps businesses identify and connect with software engineers and other technical talent and may provide screening, matching, scheduling, communication, administrative, and related support. The availability, scope, timing, and pricing of a particular engagement may be governed by a separate proposal, order form, placement agreement, statement of work, or other written agreement. If that separate agreement conflicts with these Terms, the separate agreement controls for that engagement.
Candidate profiles, assessments, rankings, and recommendations are intended to support a client's evaluation. Clients remain responsible for interviews, hiring or engagement decisions, workplace requirements, supervision, and compliance with employment, contractor, tax, immigration, data protection, and other laws applicable to their relationships. Talent remain responsible for the accuracy of their qualifications and for complying with obligations accepted in an engagement.
3. No Guaranteed Outcome
We work to provide relevant matches, but we do not guarantee that any candidate will be available, accept an engagement, meet every requirement, remain engaged for a particular period, or produce a specific business result. Information supplied by clients, talent, and third parties may be incomplete or change over time. You are responsible for conducting any diligence appropriate to your decision.
4. Fees and Payment
Fees, billing schedules, refunds, replacement terms, and cancellation rights for paid Services will be stated in the applicable checkout flow or separate written agreement. You agree to pay all amounts when due and provide accurate billing information. Unless the applicable agreement states otherwise, fees do not include taxes, duties, or government charges, and you are responsible for those amounts other than taxes on Arca's net income.
We may use third-party payment processors. Their terms and privacy policies apply to their processing of payment information. Overdue undisputed amounts may result in suspension of paid Services to the extent permitted by law.
5. Acceptable Use
You may not use the Services to:
- Violate any law, regulation, court order, contract, or third-party right.
- Submit false, misleading, fraudulent, discriminatory, infringing, or unlawful information or opportunities.
- Harass, exploit, threaten, or discriminate against another person.
- Upload malware, interfere with security, probe vulnerabilities, disrupt the Services, or bypass access restrictions.
- Scrape, harvest, copy, or use personal information or confidential candidate or client materials except as expressly permitted for a legitimate evaluation or engagement.
- Impersonate another person, misrepresent an affiliation, create accounts through automated means, or use the Services for spam or unsolicited marketing.
- Reverse engineer, decompile, or attempt to derive source code except where such a restriction is prohibited by law.
- Use information obtained through Arca to evade agreed fees or improperly circumvent Arca in violation of an applicable placement or service agreement.
6. User Content and Confidential Information
You retain ownership of resumes, profiles, messages, job information, portfolio materials, and other content you submit (“User Content”). You grant Arca a worldwide, non-exclusive, royalty-free license to host, store, reproduce, format, transmit, and display User Content solely as reasonably necessary to operate, improve, secure, and provide the Services and fulfill your requests.
You represent that you have the rights needed to provide User Content and that our permitted use will not violate law or third-party rights. Do not submit information you are not authorized to share. You agree to use non-public candidate, client, compensation, business, and engagement information only for the purpose for which it was disclosed and to protect it with reasonable care.
7. Arca Intellectual Property
The Services, including their software, design, text, graphics, logos, trademarks, selection, arrangement, and other content supplied by Arca (“Arca Content”), are owned by or licensed to Arca and protected by intellectual property laws. Subject to these Terms, Arca grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Services for your personal use or internal business purposes.
Except as expressly permitted, you may not reproduce, modify, distribute, sell, license, publicly display, or create derivative works from Arca Content. All rights not expressly granted are reserved.
8. Feedback
If you provide suggestions, ideas, or feedback about the Services, you grant Arca the right to use that feedback without restriction or compensation, provided we do not publicly identify you as its source without permission.
9. Third-Party Services and Links
The Services may integrate with or link to third-party platforms, including scheduling, payment, identity verification, authentication, analytics, and communications providers. We do not control and are not responsible for third-party services, content, availability, or practices. Your use of a third-party service is governed by its own terms and privacy policy.
10. Privacy
Our Privacy Policy explains how we collect, use, and disclose personal information and is incorporated into these Terms by reference.
11. Service Changes and Availability
We may add, change, suspend, or discontinue features or portions of the Services. We do not guarantee that the Services will always be available, uninterrupted, secure, or error-free. We may perform maintenance or respond to events outside our reasonable control. Where practical, we will try to avoid unnecessary disruption.
12. Suspension and Termination
You may stop using the Services at any time, subject to obligations in any separate agreement. We may suspend or terminate access if you materially breach these Terms, create risk or legal exposure, fail to pay amounts due, misuse the Services, or if required by law. Provisions that by their nature should survive termination—including payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, and dispute provisions—will survive.
13. Disclaimers
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES AND ARCA CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” ARCA DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE ACCURATE, COMPLETE, AVAILABLE, SECURE, OR FREE OF ERRORS OR HARMFUL COMPONENTS.
Nothing in these Terms excludes a warranty or right that cannot lawfully be excluded. Employment, tax, immigration, legal, and financial decisions should be made with advice from qualified professionals where appropriate.
14. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, ARCA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND AFFILIATES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF ARCA AND THE OTHER ARCA PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (US $100) OR THE AMOUNT YOU PAID TO ARCA FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.
15. Indemnification
To the extent permitted by law, you agree to defend, indemnify, and hold harmless Arca and its officers, directors, employees, contractors, and affiliates from claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from your User Content, your violation of these Terms or applicable law, your misuse of the Services, or your infringement of another person's rights. Arca may control the defense of a covered matter, and you agree to cooperate reasonably.
16. Governing Law and Disputes
These Terms are governed by the laws of the State of Wyoming, without regard to conflict-of-law principles. Any dispute arising from these Terms or the Services that is not subject to a separate written dispute process will be brought exclusively in the state or federal courts with jurisdiction in or over Sheridan County, Wyoming, and each party consents to personal jurisdiction and venue there. Before filing a claim, the parties agree to make a good-faith effort to resolve the dispute informally by written notice and discussion for at least 30 days.
Nothing in this section prevents either party from seeking temporary or injunctive relief where necessary to protect confidential information, intellectual property, security, or legal rights.
17. Electronic Communications
You consent to receive agreements, notices, disclosures, and other communications electronically, including by email or through the Services. Electronic communications satisfy legal requirements that communications be in writing to the extent permitted by law. Marketing consent is not a condition of purchasing Services, and you may opt out of promotional messages while continuing to receive transactional communications.
18. Changes to These Terms
We may update these Terms from time to time. The revised Terms will be posted on this page with a new “Last updated” date. Material changes may receive additional notice where required. Your continued use of the Services after revised Terms become effective constitutes acceptance of the revised Terms.
19. Miscellaneous
These Terms and any applicable separate written agreement are the entire agreement between you and Arca concerning their subject matter. If a provision is found unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will remain effective. A failure to enforce a provision is not a waiver. You may not assign these Terms without our written consent; Arca may assign them in connection with a merger, acquisition, reorganization, or sale of assets. These Terms do not create a partnership, joint venture, employment, franchise, or agency relationship between you and Arca.
20. Contact Us
Questions about these Terms may be sent to:
BriarBear Labs Inc., doing business as Arca
30 N Gould St Ste N
Sheridan, WY 82801
United States
support@arca.ph