Terms of service

1.The agreement

These terms of service (the "Terms") are an agreement between [Company legal name], with its registered office at [Registered address] ("PeoplePilotOS", "we", "us"), and the organization that subscribes to the service ("Customer", "you").

By signing an order form, starting a subscription or using the service, you agree to these Terms. If you accept them on behalf of an organization, you confirm that you are authorised to bind it. If an order form or a signed master agreement conflicts with these Terms, that document prevails.

2.Definitions

Service

The PeoplePilotOS human-resources management platform, including its web application, APIs, integrations and AI features, as described in the order form and documentation.

Order form

The document or online checkout that sets out your plan, modules, number of employees, subscription term and fees.

User

Anyone you allow to access the service under your account: administrators, HR staff, managers, employees, and others you invite.

Customer data

All data, including personal data, that you or your Users put into the service, or that the service generates from it, such as payslips and reports.

Documentation

The user guides and help material we make available for the service.

3.The service and your subscription

We grant you a non-exclusive, non-transferable right, for the subscription term, to access and use the service for your internal business purposes, within the limits of your order form.

• Each Customer has its own organization in the service, with its own web address and its own database.
• We may improve and change the service over time. We will not materially reduce the core functionality of the modules you subscribe to during a paid term.
• We aim to keep the service available at all times other than planned maintenance, which we will announce in advance where practicable. Any service-level commitment is set out in [SLA document or order form].
• Support is provided through [support channels and hours].

4.Accounts and users

You are responsible for:

• who you give access to, and the roles and permissions you assign them;
• keeping sign-in credentials secret and enabling multi-factor authentication where appropriate;
• everything done under your account, and your Users' compliance with these Terms; and
• telling us promptly if you suspect unauthorised access to your account.

5.Acceptable use

You and your Users must not:

1. use the service in breach of any law, including employment, data-protection and tax laws;
2. upload data you have no right to process, or content that is unlawful, infringing or malicious;
3. attempt to gain access to another organization's data, or to parts of the service you are not permitted to use;
4. probe, scan or test the service's security without our prior written consent, or interfere with its operation;
5. reverse engineer the service, except to the extent the law permits despite this restriction;
6. resell, sublicense or provide the service to third parties other than your Users; or
7. use the service to build a competing product, or access it by automated means beyond our published APIs and rate limits.

We may suspend access that threatens the security or integrity of the service, or that breaches this section, and will tell you why and restore access once the issue is resolved.

6.Customer data

6.1You own your data

As between you and us, you own all Customer data. You grant us a limited licence to host, process and transmit it only as needed to provide the service, to keep it secure and to meet our legal obligations. We do not sell Customer data or use it for advertising, and we do not use it to train AI models.

6.2Data protection

For personal data in Customer data, you are the Data Fiduciary and we are your Data Processor under the Digital Personal Data Protection Act, 2023. We process it only on your documented instructions, as described in our privacy policy and in our data processing addendum [link to DPA].

6.3Your responsibilities

• giving your employees and candidates the notices, and obtaining the consents, the law requires;
• the accuracy of the data you enter, including salary structures, attendance and statutory details; and
• reviewing payroll results, tax computations and statutory returns before you pay or file them. The service performs these calculations from your configuration, but you remain responsible for your filings and payments.

7.AI features

AI features are optional and are off until your administrator enables them. They rely on a third-party model provider, and their outputs are generated automatically: they can be incomplete or wrong. You should review AI output before relying on it, and it must not be the sole basis of a decision with legal or similarly significant effects on an individual, such as hiring, pay or dismissal.

8.Fees and payment

• Fees are as set out in your order form, [billed monthly / annually in advance].
• Invoices are payable within [X] days of the invoice date.
• Fees exclude GST and other applicable taxes, which are charged in addition.
• If an undisputed invoice remains unpaid [X] days after its due date, we may suspend the service after giving you written notice.
• Fees for a renewal term may change on [X] days' notice before renewal.
• [Refund policy, trial terms and late-payment interest, if any]

9.Confidentiality

Each party may receive the other's confidential information: for us, Customer data; for you, non-public information about the service, pricing and security. The receiving party will use it only to perform this agreement, protect it with at least reasonable care, and disclose it only to employees, contractors and sub-processors who need it and are bound by similar obligations, or where the law requires.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already lawfully known to it, or was independently developed. They survive termination for [X] years, and indefinitely for personal data.

10.Intellectual property and feedback

We own the service, its software, design and documentation, and all improvements to them. These Terms do not transfer any of our intellectual property to you. If you send us suggestions or feedback, we may use them without obligation to you.

11.Third-party services and integrations

You may connect the service to third-party products, such as attendance devices or accounting systems. Your use of those products is governed by their own terms, and we are not responsible for them. When you enable an integration, you instruct us to exchange the relevant Customer data with it.

12.Warranties and disclaimer

We warrant that during your subscription term:

• the service will perform materially as described in the documentation; and
• we will maintain appropriate technical and organisational measures to protect Customer data.

If the service does not conform, we will use reasonable efforts to correct it, and if we cannot do so within a reasonable time, either party may terminate the affected subscription and we will refund prepaid fees for the remaining term. That is your sole remedy for breach of this warranty.

Except as expressly stated in these Terms, the service is provided "as is" and "as available", and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement, to the fullest extent permitted by law. We do not warrant that the service will be uninterrupted or error-free, or that its outputs, including payroll, tax, statutory and AI outputs, will be free of errors.

13.Limitation of liability

To the fullest extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, goodwill or data, arising out of or in connection with this agreement.

Each party's total aggregate liability arising out of or in connection with this agreement will not exceed [the fees paid or payable by the Customer in the twelve months before the event giving rise to the claim].

These limits do not apply to [the Customer's payment obligations, either party's indemnity obligations, breach of confidentiality, or liability that cannot be limited by law].

14.Indemnities

We will defend you against third-party claims that the service, as provided by us, infringes their intellectual property rights, and pay the resulting damages finally awarded. You will defend us against third-party claims arising from Customer data or from your use of the service in breach of these Terms. [Conditions, exclusions and procedure to be confirmed]

15.Term, termination and data export

15.1Term

Your subscription runs for the term in your order form and renews automatically for [the same period] unless either party gives notice of non-renewal at least [X] days before the end of the term.

15.2Termination

Either party may terminate the agreement if the other materially breaches it and does not cure the breach within [30] days of written notice, or becomes insolvent.

15.3Your data when the agreement ends

Your data remains yours. For [30] days after the agreement ends, you may export Customer data in [format, e.g. CSV and original files], and we will provide reasonable help to do so. After that period we will delete Customer data, including from backups within [backup retention period], except where the law requires us to retain it.

Sections that by their nature should survive termination (including customer data, confidentiality, disclaimers, limitation of liability, indemnities and governing law) will survive.

16.Governing law and disputes

These Terms are governed by the laws of India. The parties will first try to resolve any dispute in good faith through senior representatives. A dispute that is not resolved within [30] days will be [referred to arbitration under the Arbitration and Conciliation Act, 1996, seated in [City], by a sole arbitrator, in English / subject to the exclusive jurisdiction of the courts at [City]].

17.General

• Changes to these Terms. We may update these Terms. Material changes take effect at your next renewal, or after [X] days' notice, whichever is later.
• Assignment. Neither party may assign this agreement without the other's consent, except to a successor in a merger or sale of substantially all of its business.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control.
• Notices. Notices must be in writing, to the addresses in the order form, or by email to [legal notices email].
• Publicity. We will not use your name or logo without your written permission.
• Entire agreement. These Terms, the order form and the documents they refer to are the entire agreement between the parties on this subject.
• Severability and waiver. If any provision is unenforceable, the rest remains in effect. A failure to enforce a right is not a waiver of it.

18.Contact us

How we handle personal data is described in our privacy policy. Questions about security are answered on our security page.