AI Software Engineering Lead - Agentic SDLC (Java)

1. Exclusive Representation

Candidate grants Anthology the exclusive right, for the Term, to submit Candidate’s profile to the Client and to represent Candidate’s interest as a candidate for the position described above (“Position”). Before submitting Candidate’s profile, Anthology will identify the Client to Candidate in writing and confirm the engagement type and rate with Candidate. Anthology will not submit Candidate’s profile to any client, or for any position other than the Position, without Candidate’s separate prior approval.

2. No Other Representation

During the Term, Candidate shall not submit, and shall not authorize any other person or firm to submit, Candidate to the Client as a candidate for the Position without Anthology’s written consent. During the Term, Candidate shall direct all inquiries, solicitations, interviews, and meetings regarding the Position, including any contact about the Position from the Client or from another staffing firm or vendor, to Anthology. If, after Anthology identifies the Client, Candidate becomes aware that Candidate was already submitted to the Client for the Position before the Effective Date, Candidate shall tell Anthology within two (2) business days, and Anthology will not submit Candidate for the Position.

3. Candidate’s Obligations

Candidate shall cooperate in good faith with Anthology’s reasonable requests relating to the Position and shall provide accurate and complete information about Candidate’s experience, qualifications, identity, and authorization to work in the United States. If required by Anthology or Client, Candidate shall participate in a background check and drug test. Any background check will be conducted only after a conditional offer where required by law, with a separate written disclosure and authorization, and in compliance with the Fair Credit Reporting Act and applicable state and local fair-chance laws. Any drug test will comply with applicable law; where California law applies, Anthology will not test for non-psychoactive cannabis metabolites or make decisions based on lawful off-duty cannabis use, except as permitted by law.

4. Term; Termination

The term of this Agreement (“Term”) begins on the Effective Date and continues until the earliest of (a) the date that the Client selects a candidate other than Candidate to fill the Position or closes the Position, or (b) six (6) months after the Effective Date. If Candidate accepts an engagement for the Position, the terms of that engagement will govern thereafter. Either party may terminate this Agreement at any time, without cause, by giving at least ten (10) days’ prior written notice (email is sufficient) to the other party; termination does not affect any submission made before the notice.

5. No Offer of Employment; Engagement Type

Candidate understands this Agreement is not an offer or a contract of employment. This Position requires direct W-2 employment with Anthology Solutions Inc. Corp-to-corp (C2C), 1099 contracting, and employment through another staffing supplier are not available for this Position. If Client selects Candidate, an authorized Anthology representative will extend a written offer of W-2 employment. Candidate will not be an employee of Client by reason of this Agreement.

6. Confidentiality; No Circumvention

Candidate acknowledges that Anthology will share confidential information about the Client and the Position, including the Client’s identity, contacts, rates, and pricing information (“Confidential Client Information”). Candidate shall keep Confidential Client Information confidential and use it only to pursue the Position through Anthology. During the Term, Candidate shall not use Confidential Client Information to contact the Client, or any other staffing firm or vendor, about the Position except through Anthology.

Nothing in this Agreement restricts Candidate from seeking or accepting any employment, engagement, or lawful profession, trade, or business with any person, including the Client, after the Term or for any position other than the Position, and nothing in this Agreement is intended to operate as a non-compete. To the extent any provision of this Agreement would be void or unenforceable under applicable law, including California Business and Professions Code sections 16600 through 16600.5, that provision shall not apply to Candidate.

7. Equitable Remedies

Candidate acknowledges and agrees that (a) a breach or threatened breach by Candidate of Section 2 or Section 6 of this Agreement may give rise to irreparable harm to Anthology for which monetary damages would not be an adequate remedy, and (b) if such a breach or threatened breach occurs, Anthology may, in addition to any other rights and remedies available to it at law, in equity, or otherwise, seek equitable relief, including a temporary restraining order, an injunction, specific performance, and any other relief available from a court of competent jurisdiction.

8. Indemnification

Candidate will indemnify and hold harmless Anthology from and against losses, damages, liabilities, costs, or expenses (including reasonable attorneys’ fees) to the extent arising out of Candidate’s knowing misrepresentation of Candidate’s qualifications, identity, or work authorization, or Candidate’s knowing breach of Section 2 of this Agreement.

9. Protected Rights

Nothing in this Agreement prohibits or restricts Candidate from (a) reporting possible violations of law to, filing a charge with, or participating in an investigation by any government agency; (b) discussing or disclosing information about unlawful acts in the workplace, such as harassment, discrimination, or any other conduct Candidate has reason to believe is unlawful; (c) discussing wages or working conditions as protected by law; or (d) making disclosures protected under whistleblower laws or the Defend Trade Secrets Act of 2016.

10. Electronic Acceptance and Records

Candidate consents to conduct this transaction electronically. Candidate’s online acceptance of this Agreement, including by checking the acceptance box and selecting “I agree”, is Candidate’s electronic signature and is as effective as a handwritten signature. Anthology records the date and time of acceptance, the version of this Agreement accepted, and the IP address and browser information used, as evidence of acceptance, and will email Candidate a copy of this Agreement. Candidate may request a paper copy, or withdraw consent to electronic records for future communications, by emailing hr@anthology.ooo.

11. Miscellaneous

Candidate may not assign this Agreement without the written consent of Anthology. Anthology may assign its rights and obligations under this Agreement at any time. Neither party will be liable for failure or delay to the extent caused by circumstances beyond its reasonable control. Any amendment must be in writing, signed by both parties, and expressly state that it is amending this Agreement. This Agreement sets out all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. In entering into this Agreement neither party has relied on, and neither party will have any right or remedy based on, any statement, representation, or warranty, except those expressly set out in this Agreement. If any term (or part of a term) of this Agreement is invalid, illegal, or unenforceable, the rest of the Agreement will remain in effect.

Except where the law of the state in which Candidate primarily resides and works requires otherwise (for example, California Labor Code section 925), this Agreement shall be governed by the laws of the State of Texas, without reference to conflict-of-laws principles, and the parties submit to the exclusive jurisdiction of the state and federal courts located in Dallas County, Texas for any action relating to this Agreement.