This Terms of Use (“Terms of Use/Agreement”) is a legal agreement between you (“You” /“Your”/ “Customer”), and PadeHCM Technology Limited (“PaidHR” “Us” “Our” “We”). This Agreement contains the terms and conditions that govern Your use of Our mobile and website application and the associated domains thereof (the “Platform”)
By accessing or using the Platform or signing up to create a profile (“PaidHR Profile”), You acknowledge that You have read, understood, and agree to be bound by this Terms of Use, where applicable, effective as of the date of such action. You also agree to comply with all agreements, applicable laws, and regulations incorporated into this Terms of Use. The provisions of this Terms of Use shall govern Your use of the Platform, and the business relationship between You and PaidHR . If You do not accept the terms of this Terms of Use, do not access or use this Platform or the services. If you are agreeing to this Terms of Use on behalf of a business, you hereby represent and warrant that you are the authorised representative (“Authorised Representative”) of that business and that you have the authority to bind that business with the understanding that this Agreement will be binding on that business. We reserve the right to take legal action against you, in the event that this representation is false.
PaidHR reserves the right to amend this Terms of Use at any time and may notify You of any such changes by posting the revised Terms of Use on the Platform. All changes shall be effective upon posting. You should check this Terms of Use periodically for such changes. Your continued use of the Platform after any such changes to this Terms of Use constitutes Your agreement to be bound by such changes. PaidHR may terminate, suspend, change, or restrict access to all or any part of the Services without notice or liability where such is necessary to protect the commercial interests of PaidHR. You acknowledge and agree that Your use of the Platform, including information transmitted to or stored by PaidHR, is governed by Our Privacy Policy.
About Earned Wage Access
The Earned Wage Access Service (EWA) is a service that provides You with access to wages that You have earned but that have not yet been paid to You. Any new feature, tools or products developed in relation to the EWA shall also be subject to this Agreement (collectively, “the EWA Services”).
For the purpose of this Agreement, “PaidHR Materials” shall mean the EWA Services and specifications, documentation, systems, and any and all other information, data, documents, materials, works, and other content, devices, methods, processes, hardware, software, and other technologies and inventions, including any deliverables, technical or functional descriptions, requirements, plans, or reports, that are provided or used by PaidHR or any of its subcontractors in connection with the EWA Services or otherwise comprise or relate to the EWA Services. For the avoidance of doubt, PaidHR Materials include Resultant Data and any information, data, or other content derived from PaidHR's monitoring of Customer's access to or use of the EWA Services, but do not include Customer Data. “Customer Data" means information, data, and other content, in any form or medium, that is collected, downloaded, or otherwise received, directly or indirectly, from the Customer or through the EWA Services or that incorporates or is derived from the processing of such information, data, or content by or through the EWA Services. For the avoidance of doubt, Customer Data does not include Resultant Data or any other information reflecting the access or use of the EWA Services by or on behalf of Customer or any Authorized User. “Resultant Data" means data and information related to Customer's use of the EWA Services that is used by PaidHR in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the EWA Services. “Third-Party Materials" means materials and information, in any form or medium, including any open-source or other software, documents, data, content, specifications, products, equipment, or components of or relating to the EWA Services that are not proprietary to PaidHR. "Intellectual Property Rights" means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.
1. ABOUT YOUR USE OF OUR SERVICES
1.1 PaidHR hereby grants You a non-transferable right to access and use the EWA Services during the term agreed with You (the “Term”), solely for use by You in accordance with the terms and conditions herein. Such use is limited to the Customer's private use. Nothing in this Agreement grants any right, title, or interest in or to (including any license under) any Intellectual Property Rights in or relating to, the EWA Services, PaidHR Materials, or Third-Party Materials, whether expressly, by implication, estoppel, or otherwise. All right, title, and interest in and to the EWA Services, the PaidHR Materials, and the Third-Party Materials are and will remain with PaidHR and the respective rights holders in the Third-Party Materials.
1.2. The Platform and the EWA Services may contain links to third-party platforms or resources. PaidHR provides these links only as a convenience and is not responsible for the content, products, or services on or available from those platforms, resources, or links displayed on such platforms. You acknowledge that it is Your sole responsibility for, and assume all risk arising from, Your use of any third-party platforms or resources. The applicable partners may require You to agree to terms and conditions or agreements with respect to their provision of the relevant services to You.
1.3. You hereby authorize PaidHR to submit to the applicable partner any and all documents and information about You, Your business, and Your business’ employees that are necessary for such Partner to provide the third-party service to You, including, without limitation, Your payroll information, bank account information, Your employees’ bank account information, and any additional information, such as the personal information of Your employees, requested by such partner that You have provided to PaidHR in connection with this Term of Use and Your receipt of the EWA Services (collectively, the “Shared Information”). You are responsible for the accuracy of all Shared Information. You represent and warrant that You have all the rights in and to any Shared Information necessary to provide Shared Information to PaidHR and for PaidHR to provide it to Partners, and that PaidHR's use or disclosure of Shared Information as contemplated hereunder will not violate any rights of privacy or other proprietary rights, or any applicable local, state, or federal laws, regulations, orders, or rules. You agree that by consenting and authorizing PaidHR to submit Your Shared Information to a Partner, You have waived and released any claim against PaidHR and its directors, officers, and employees arising out of a partner’s use of Your Shared Information, even if that use is not authorized by the applicable agreement between You and the relevant partner. We are not responsible for the accuracy, reliability, or legality of any information or content on third-party websites. Your use of such websites is at your own risk, and You should review their terms of use and privacy policies before using them.
2. YOUR PAIDHR PROFILE
2.1 You hereby declare that You are a human being over 18 years of age and of a sound mind, or at least the age of majority in the jurisdiction where You reside and from which You use the Platform. Your PaidHR Profile may be deleted without warning, if We believe, in Our sole discretion, that You are less than 18 years of age.
2.2 In order to create a PaidHR Profile and access the EWA Services, Your employer would be required to approve Your use of the EWA Services and to provide Your information, which may include Your email address and phone number, Your designation or job role and other relevant information which We may require to provide the EWA Services. By signing up to the EWA Services, You authorise your employer to provide us with Your email address or other personal information which we may require to provide the EWA Service.
2.3 We reserve the right to deactivate Your PaidHR Profile, on suspicion of illegal activities or other activities that directly or indirectly breach the provisions of this Terms of Use or for no reason at all, in Our sole discretion.
2.4 As part of Our security procedures, You determine Your sign-up details or any piece of information You input on the Platform. By signing up for a PaidHR Profile, You agree to treat Your sign-in details as confidential and not to disclose those details to any third party. PaidHR does not have access to Your sign-in details. If You forget Your sign-in details or know or suspect that a third party has gained access to Your sign-in-details, You must promptly change Your sign-in details, by resetting Your password or by contacting Us to place a restriction on Your PaidHR Profile.
2.5 You confirm that all information provided to Us by Your employer is true, correct and not misleading. You agree to provide any additional documents and/or information as may be required from time to time. In the event that the information You provided to Us change, You hereby agree to notify Us of such changes immediately.
2.6 By accessing the EWA Services, You consent to Us collecting and using technical information about the devices that You connect to the Platform and related software, hardware and peripherals to improve Our Services. If You use the EWA Services, You consent to Us and Our affiliates' and licensees' processing, transmitting, collecting, retaining, maintaining, and using any personal data provided to Us, to improve Our Services and/or Your experience while using the Platform. Your PaidHR Profile will be active as soon as We are able to verify Your Information.
2.7 The PaidHR Profile is to be used for the sole purpose of the EWA Services. You are expressly forbidden from:
i. Using any PaidHR Material or Third-Party Material made available through the PaidHR Profile for activities not contemplated in this Terms of Use. You agree not to use, copy, display, distribute, modify, broadcast, translate, reproduce, reverse engineer, reformat, incorporate into advertisements and other works, sell, trade in, promote, create derivative works, or in any way exploit or allow others to exploit the PaidHR Profile.
ii. Using the PaidHR Profile for any fraudulent, malicious or unlawful purposes or in any manner inconsistent with this Terms of Use.
2.8 You hereby agree to cooperate with PaidHR and relevant agencies in any investigation conducted by PaidHR or a governmental or regulatory body in connection with Your use of the PaidHR.
2.9 PaidHR may at its sole discretion restrict or close Your PaidHR Profile if:
i. You breach any of the restrictions set out in this Terms of Use.
ii. If You use Your PaidHR Profile for unauthorized purposes or where PaidHR detects any abuse/misuse, breach of content, fraud, or attempted fraud relating to Your use of the EWA Services.
iii. PaidHR is required to comply with an order, instruction, or recommendation from the government, court, regulator, or other competent authority.
iv. PaidHR reasonably suspects or believes that You are in breach of this Terms of Use.
v. Closing or restriction is necessary as a consequence of technical problems or for reasons of safety; to facilitate update or upgrade of the contents or functionality of the EWA Services from time to time; or where Your PaidHR Profile becomes inactive or dormant.
vi. PaidHR decides to suspend or cease the provision of the EWA Services for commercial reasons or for any other reason as it may determine in its absolute discretion.
2.10 Closing or restriction of Your PaidHR Profile shall, however, not affect any of Our accrued rights and Your liabilities to Us.
2.11 You acknowledge that, to the full extent permitted by law, PaidHR shall not be liable for any unauthorized drawing, transfer, remittance, disclosure, any activity, or any incident on Your PaidHR Profile by the fact of knowledge and/or use or manipulation of Your password, ID or any means whether or not occasioned by Your negligence.
3. YOUR REQUEST FOR ACCESS TO EARNED WAGES
3.1 The EWA Service allows You to instantly withdraw wages that You have earned but that have not yet been paid to You by Your employer provided that such withdrawal shall not exceed 50% of Your total earnings for a month (“Earned Wages”). In order to request access to Your Earned Wages, You must download and install the PaidHR mobile app. Your employer must be a subscriber to PaidHR and/or approve your participation in the EWA Service. Your employer must be in good standing at the time You request access to your Earned Wages.
3.2 Your Earned Wages are electronically deposited into Your salary bank account, already provided to PaidHR by Your employer. The amount of the Earned Wages paid to You is recouped through payroll deduction taken from Your salary in the month You received the Earned Wage payments. On or before the date of your next regularly scheduled payday, Your employer will deduct the total amount already withdrawn by You through the EWA Services as well as any fees due to Us for providing You with the EWA Services from Your paycheck.
3.3 For the avoidance of any doubt, by enrolling in the EWA Service, You are consenting to Your employer sharing information with Us necessary for Us to provide the EWA Service. This information may include Your name, address, mobile number, employee identification number, hourly rate of pay, timecard information, payroll bank account information. When you request for access to your Earned Wages, We may run a credit check on You. You hereby authorise Us to make any such checks as we deem necessary to provide the EWA Services.
3.4 We may obtain information about the amount of Your Earned Wages from Your employer. The PaidHR mobile app may display your Earned Wages along with the amount of wages which are available for You to request as an EWA (“Available Earnings”). In our sole discretion, We may also limit the amount You can access and We may not provide You the full amount of Your Earned Wages. Your employer may change the Available Earnings made available to You in order to comply with applicable law or for other reasons. Available Earnings will be based only on Your Earned Wages and will not be based upon any bonus, incentive pay, expense reimbursements, or other amounts owed to You by Your employer.
3.5 You may make more than 1 (One) request to access Your Available Earnings through the EWA Services in a month. Provided always that the aggregate amount of Your request in a month shall not exceed 50% of Your total earnings for that month.
3.6 Any amount credited to You by PaidHR in response to Your request for Your Earned Wages although a form of salary advance is also is loan to You. We may take action against You for the repayment of any such amounts that We are, for any reason at all, unable to recoup from Your employer, in accordance with the terms of this Agreement. We may engage in debt collection activities related to any amount paid to You in furtherance of your request for Earned Wages that is not recouped. We may also report non-payment to a consumer reporting agency or credit bureau.
3.7 There shall be a cut-off date every month where You will not be able to use the EWA Services from that cut-off date until the end of that month. You will be able to access the EWA Services from the first day of the next month, provided that Your employer has remitted any amounts paid to You by Us as Earned Wages.
3.8 You agree that We may rely on information regarding your earnings provided by Your employer. In the event of a dispute between You and Your employer as to the amount of wages owed to You, You agree to resolve that dispute with Your employer.
3.9 In order to provide You with the EWA Service, we may be required to verify Your identity. You authorize Us to make any inquiries We consider necessary to validate Your identity, including but not limited to Your taxpayer identification number, phone number and email verification, and other information We deem necessary. If We are unable to verify Your identity, and other information provided to Us by Your employer, We can refuse to allow You to use the EWA Service.
3.10 You hereby irrevocably authorize PaidHR to act on all requests for EWA received by PaidHR through Your PaidHR Profile and to hold You liable in respect thereof. We may nevertheless refuse to carry out any request for access to Your Earned Wages in Our sole discretion.
3.11 Subject to Our discretion, PaidHR reserves the right to reject any such request for access to Your Earned Wages, even if You have previously been offered access to Your Earned Wages by PaidHR . For the avoidance of any doubt, PaidHR reserves the right to decline, discontinue, revoke, prohibit, and restrict Your Request at any stage at PaidHR's sole and absolute discretion. PaidHR reserves the right to decline any such request depending on its assessment of Your credit profile from time to time. By submitting any such request, You authorize Us to verify all information provided to us by sharing any such information with the relevant third-party service providers
3.12 PaidHR shall be entitled to accept and to act upon any such request, even if that request is for any reason, incomplete or ambiguous, if, in its absolute discretion, PaidHR believes that it can correct the incomplete or ambiguous information in such a request without any reference to You being necessary.
3.13 PaidHR shall be deemed to have acted properly and to have fully performed all the obligations owed to You notwithstanding that any such request may have been initiated, sent, or otherwise communicated in error or fraudulently, and You shall be bound by any such requests on which PaidHR may act if PaidHR has in good faith acted in the belief that such instructions were sent by You.
3.14 You agree to and shall release from and indemnify PaidHR against all claims, losses, damages, costs, and expenses howsoever arising in consequence of or in any way related to PaidHR having acted or not acted in accordance with the whole or part of any such requests.
4. TRANSACTION CHARGES & TAXES
4.1. You may be required to pay certain transaction charges and/or taxes associated with Your access to Your Earned Wages. Any such transaction charges and taxes will be notified to You at the time of Your request for Earned Wages or subsequently.
4.2. PaidHR may suspend Your access to the Earned Wage Service until all past due amounts thereon have been paid, without incurring any obligation or liability to You or any other person by reason of such suspension.
4.3. All amounts payable to PaidHR or any partner/subcontractor under this Agreement shall be paid by You to PaidHR in full without any setoff, recoupment, counterclaim, deduction, debit, or withholding for any reason.
5. INTELLECTUAL PROPERTY RIGHTS
All right, title, and interest in and to the PaidHR Materials, including all Intellectual Property Rights therein, are and will remain with PaidHR and, with respect to Third-Party Materials, the applicable third-party provider owns all right, title, and interest, including all Intellectual Property Rights, in and to the Third-Party Materials. Customer has no right, license, or authorization with respect to any of the PaidHR Materials except as expressly set forth in this Agreement or the applicable third-party license. All other rights in and to the PaidHR Materials are expressly reserved by PaidHR . In furtherance of the foregoing and in consideration of PaidHR's provision of the Services, Customer hereby unconditionally and irrevocably grants to PaidHR an assignment of all rights, titles, and interests in and to the Resultant Data, the Customer Data including all Intellectual Property Rights relating thereto. Customer hereby irrevocably grants all such rights and permissions in or relating to Customer Data as are necessary or useful to PaidHR , its subcontractors, and its personnel to enforce this Agreement and exercise PaidHR's , its subcontractors', and its personnel's rights, and perform PaidHR's , its subcontractors', and its personnels’ obligations hereunder.
6. NON-SOLICITATION
During the Term and for 3 (Three) years after, Customer shall not, and shall not assist any other person to, directly or indirectly, recruit or solicit for employment or engagement as an independent contractor any person employed or engaged by PaidHR or any of its subcontractor or any person involved in any respect with the EWA Services or the performance of this Agreement.
7. ACCEPTABLE USE RESTRICTIONS
7.1 You are granted a non-exclusive, non-transferable, personal, limited license to use the Platform. Your limited right to use the Platform is revocable at Our discretion.
7.1.1 You shall not use the Platform in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this Terms of Use, or act fraudulently or maliciously.
7.1.2 You shall not connive with Our employees, or third parties to use the Platform or the Services to defraud PaidHR .
7.1.3 You shall not create multiple PaidHR Profiles or operate multiple PaidHR Profiles through proxies. You and Your business must be associated with one PaidHR Profile at all times.
7.1.4 You shall not use the Platform/EWA Services to commit identity theft; neither shall You connive with friends, families and other third parties to defraud PaidHR.
7.1.5 You shall not willfully destroy Your electronic devices, deactivate Your email address, or carry out other similar activities with the purpose of defrauding PaidHR.
7.1.6 You shall not use the Platform in a manner that implies or promotes support or funding of, or membership in, a terrorist organization.
7.1.7 You shall not infringe Our intellectual property rights or those of any third party in relation to Your use of the Platform, including the submission of any material (to the extent that such use is not licensed by this Terms of Use.
7.1.8 You shall not use the Platform or the EWA Services in a way that could damage, disable, overburden, impair or compromise Our systems or security or interfere with other users.
7.1.9 You are responsible for timely providing Us with the information required for Us to perform the EWA Services. You may furnish such information directly to Us or via an account administrator or authorized representative. Furthermore, You represent and warrant to Us that any information that You share with Us, whether directly, via Your account administrator, or via Your authorized representative, You will have the authority to share such information. You are responsible for the accuracy and completeness of information provided to Us, and You will ensure that any such information, whether provided by You, Your account administrator, or Your authorized representative, is accurate and complete. Moreover, You are required to maintain the accuracy and completeness of such information on an ongoing basis and will promptly notify Us, whether directly or through Your account administrator or Your authorized representative, of any changes to the information provided to Us.
7.1.10 In addition, You are responsible for reviewing any reports, filings, information, documents or materials (collectively, the “Updates”) posted to the Platform by Us (or otherwise made available to You by PaidHR) for Your review, and You must notify PaidHR of any inaccuracies in the Updates as soon as possible, or within the time period specified in communications received from PaidHR. PaidHR shall not be liable for any loss or damage that may occur as a result of any error in the Updates.
7.1.11 You shall not use the EWA Services to transmit malware or host phishing pages.
7.1.12 You shall not perform activities that harm or disrupt the operation of the EWA Services or any of Our other infrastructure, or of others, including Our partners. You shall not use the EWA Services for deceptive commercial practices or any other illegal or deceptive activities
7.1.13 You shall not extract any information or data from the EWA Services or Our systems or attempt to decipher any transmissions to or from the servers running the EWA Services.
7.1.14 You shall not use the Platform or the EWA Services in a manner that contravenes or facilitates or promotes activities that contravene applicable laws or this Terms of Use.
7.1.15 We may, at any time and without notice, deactivate Your PaidHR Profile or Your access to the EWA Services if You engage in activities that violate clauses 7.1 to 7.1.14, including activities outside of Your use of the EWA Services.
7.2 Without prejudice to clauses 9.1 to 9.2.5 herein, You hereby agree to indemnify PaidHR (and its directors, officers, affiliates, agents, successors and assigns against all claims, liabilities damages, costs and expenses (including attorney fees and related charges) for any breach of the provisions specified in clauses 7.1 to 7.1.14 of this Terms of Use.
7.3 PaidHR shall have the right, but not the obligation, to monitor or investigate Your use of the EWA Services at any time for compliance with this Terms of Use. Our determination of whether a breach of this Terms of Use has occurred will be final and binding, and any action taken with respect to enforcing the provisions specified in this Terms of Use, including taking no action at all, will be at Our sole discretion.
7.4 PaidHR may modify the terms in clauses 7.1 to 7.3, at any time. By continuing to use the EWA Services or access Your PaidHR Profile after the terms specified in clauses 7.1 to 7.3, have been modified, You agree to be bound by the modified terms.
7.5 If You suspect that a staff of PaidHR or other third parties are in breach of clauses 7.1 to 7.1.15, please contact Us via the Platform, or You can send us an e-mail support@paidhr.com.
If You become aware of any actual or threatened activity prohibited by this Agreement, You shall immediately (a) take all reasonable and lawful measures within their respective control that are necessary to stop the activity or threatened activity and to mitigate its effects (including, where applicable, by discontinuing and preventing any unauthorized access to the EWA Services and PaidHR Materials and permanently erasing from their systems and destroying any data to which any of them have gained unauthorized access); and (b) notify PaidHR of any such actual or threatened activity.
8. LIMITATION OF LIABILITY
8.1 IN NO EVENT SHALL PAIDHR OR ANY OF ITS PARTNERS, SUPPLIERS, LICENSORS OR REPRESENTATIVES BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY:
(a) LOSS SUFFERED BY YOU SHOULD YOUR PAIDHR PROFILE BE CLOSED, RESTRICTED, OR CANCELLED.
(b) LOSS SUFFERED BY YOU SHOULD THE EWA SERVICES BE INTERFERED WITH OR BE UNAVAILABLE BY REASON OF THE FAILURE OF ANY OF YOUR DEVICE, LACK OF INTERNET CONNECTION OR ANY OTHER CIRCUMSTANCES WHATSOEVER NOT WITHIN OUR CONTROL INCLUDING, WITHOUT LIMITATION, SYSTEM ERROR, INTERRUPTION, DELAY OR NON- AVAILABILITY OF THE EWA SERVICES, LOSS OF POWER, ADVERSE WEATHER OR ATMOSPHERIC CONDITIONS, AND FAILURE OF ANY PUBLIC OR PRIVATE TELECOMMUNICATIONS SYSTEM.
(c) DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM THE USE OF OR INABILITY TO USE THE SERVICE. REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
(d) LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, DELAY OF SERVICES, IMPAIRMENT, CORRUPTION, OR LOSS OF BUSINESS OPPORTUNITY AS A RESULT OF YOUR UNAUTHORIZED USE OF THE PLATFORM.
(e) COST OF REPLACEMENT GOODS OR SERVICES;
(f) LOSS OF GOODWILL OR REPUTATION;
(g) LOSSES OR DAMAGE SUFFERED BY YOU AS A RESULT OF OR IN CONNECTION WITH:
I. ANY EFFECT OR FAULT IN THE PLATFORM OR THE EWA SERVICES RESULTING FROM YOU HAVING ALTERED OR MODIFIED OR ATTEMPTED TO ALTER OR MODIFY THE PLATFORM;
II. ANY DEFECT OR FAULT IN THE PLATFORM RESULTING FROM YOU HAVING USED THE PLATFORM IN BREACH OF THIS TERMS OF USE; AND
III. YOUR BREACH OF ANY OF THE PROVISIONS OF THIS TERMS OF USE.
8.2 PAIDHR DOES NOT WARRANT THAT THE EWA SERVICES WILL BE UNINTERRUPTED, TIMELY, AND SECURE OR ERROR FREE. ALL WARRANTIES AND OBLIGATIONS IMPLIED BY LAW ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. IF THE EWA SERVICES ARE INTERFERED WITH OR UNAVAILABLE, OUR SOLE LIABILITY UNDER THIS TERMS OF USE RESPECT THEREOF SHALL BE TO RE-ESTABLISH THE EWA SERVICES AS SOON AS REASONABLY POSSIBLE.
8.3 IN NO EVENT WILL THE COLLECTIVE AND AGGREGATE LIABILITY OF PAIDHR AND ITS LICENSORS, PARTNERS SERVICE PROVIDERS, REPRESENTATIVES AND SUPPLIERS ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING UNDER OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE AMOUNT PAID BY CUSTOMER TO PAIDHR, FOR THE USE OF THE EWA SERVICES, IF ANY UNDER THIS AGREEMENT IN THE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM THE FOREGOING LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
9. INDEMNITY
9.1 Customer shall indemnify, defend, and hold harmless PaidHR and its subcontractors and affiliates, and each of their respective officers, directors, employees, agents, successors, and assigns (each, a "PaidHR Indemnitee") from and against any and all claims, damages and losses incurred by such PaidHR Indemnitee resulting from any action by a third party to the extent that such losses arise out of or result from, or are alleged to arise out of or result from (a)Customer Data, including any processing of Customer Data by or on behalf of PaidHR in accordance with this Agreement; (b) any other materials or information (including any documents, data, specifications, software, content, or technology) provided by or on behalf of Customer or any of its representatives, including PaidHR's compliance with any specifications or directions provided by or on behalf of Customer; (c) allegation of facts that, if true, would constitute Customer's breach of any of its representations, warranties, covenants, or obligations under this Agreement; (d) fraud, negligence or more culpable act or omission (including recklessness or willful misconduct) by Customer or any of its representatives in connection with this Agreement; (e) Customer’s breach of applicable laws
9.2 The indemnity in clause 9.1 above, shall also include the following:
9.2.1 All demands, claims, actions, losses and damages of whatever nature which may be brought against PaidHR or which We may suffer or incur arising from its acting or not acting on any request from Your PaidHR Profile, or sent electronically by; telephone, e-mail or letters, or arising from the malfunction or failure or unavailability of any hardware, software, or equipment, the loss or destruction of any data, power failures, corruption of storage media, riots, acts of vandalism, sabotage, terrorism, or any other event beyond Our control.
9.2.2 Any loss or damage that may arise from Your use, misuse, abuse or possession of any third-party software, including without limitation, any operating system, browser software or any other software packages or programs.
9.2.3 Any unauthorized access to Your PaidHR Profile or any breach of security or any destruction or accessing of Your data or any destruction or theft of or damage to any of Your device.
9.2.4 Any loss or damage occasioned by Your failure to adhere to this Terms of Use and/or by supplying incorrect information.
9.2.5 Any loss or expenses arising from a fraud perpetrated by You or any expenses incurred by us in engaging the relevant regulatory authorities as may become necessary on account of Your actions.
10. OUR COMPLAINT HANDLING PROCEDURES
Meeting and exceeding Our clients' expectations is the most important part of our business. However, there may be occasions when something goes wrong and leaves you dissatisfied. If this happens, please let us know and We’ll do everything We can to resolve the problem with You. Our aim is to always resolve such matters as soon as We can and to Your satisfaction. If something has gone wrong and You would like to make a formal complaint, please get in touch and let Us know by providing as much detail about the issue as You can. This can be done by either sending us an email at: support@paidhr.com or writing to us at: 13 Ore Close, Surulere, Lagos. Once We have received Your complaint, We will begin Our investigation into what has happened. We will always aim to resolve the issue as soon as possible. Once Our investigation into an issue is complete, will We send You Our final response to Your complaint.
11. ENTIRE AGREEMENT
11.1 This Terms of Use constitute the entire agreement between You and Us and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between Us, whether written or oral, relating to its subject matter.
11.2 You acknowledge that You do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not referenced or set out in this Terms of Use.
12. FORCE MAJEURE
PaidHR shall not be in breach of this Terms of Use nor liable for delay in performing, or failure to perform, any of its obligations under this Terms of Use if such delay or failure results from events, circumstances or causes beyond Our control. In such circumstances the time for performance shall be extended by a period equivalent to the period during which performance of the obligation has been delayed or failed to be performed.
13. BEWARE OF SCAM
13.1 Scammers are getting increasingly sophisticated in their attempts to have access to Your money, Your financial information and other personal information. It is Your obligation to keep Your Information and sign -in details safe. Do not share Your log-in details with anyone.
13.2 PaidHR would never:
i. Send You suspicious texts, pop-up windows, links or attachments in emails. If You receive any suspicious email/ text purporting to be from PaidHR kindly disregard the email and proceed to inform PaidHR.
ii. Request Your sign-in details for the purpose of investing the funds in Your PaidHR Profile on Your behalf.
iii. Have a tech support call You to inform You of viruses detected on Your device, and requesting that You send a screenshot of Your QR code, click a link or provide Your sign-in details or payment PIN for the purpose of providing antivirus software to You.
iv. Send an email, SMS, or call You or leave a voice message informing You about a refund and requesting that You to provide Your sign-in details or payment PIN to claim such refund
v. Send an email, SMS, or call You or leave a voice message informing You that PaidHR is issuing payment cards and requesting personal and financial information, or asking that You click on link before being issued a payment card.
vi. Send an email, SMS, or call You or leave a voice message requesting that You make donations to a church, mosque, charity cause or any non-governmental organization.
vii. Send an email, SMS, or call You or leave a voice message offering You a free gift card and requesting that You provide Your sign-in details, payment PIN or click a link to receive the free gift card.
13.3 PaidHR shall bear no liability for any loss of business, loss of business opportunity, loss of revenue, loss of profits, loss of anticipated savings, loss of goodwill, business interruption, wasted expenditure or loss of any other economic advantage however it may arise, or for loss of data or data corruption, or for any indirect, punitive, special, incidental or consequential loss, arising as a result of the events contemplated in clauses 13.1 -13.2(i)-(vii).
13.4 In the event that You suspect that You may have fallen victims to scammers, You are obliged to immediately contact PaidHR to place a restriction on Your PaidHR Profile. You shall be responsible for such charges and for any transactions that occurred on Your PaidHR Profile as a result of the information or access You granted to scammers. You hereby agree to indemnify and hold PaidHR and its affiliates harmless for any losses, liabilities, damages, costs and charges arising out of or in relation to any transactions that occurred on Your PaidHR Profile prior to placing a restriction on Your PaidHR Profile.
13.5 PaidHR takes reasonable measures in securing all communications. However, please note that the confidentiality of communications via any public telecommunications network is susceptible to unlawful interception and hacking. PaidHR shall not be liable for any loss or damage whether direct or consequential arising out of any such unlawful interception or access.
14. ASSIGNMENT
You shall not assign, transfer or novate any of Your rights and/or obligations under this Terms of Use without the written consent of PaidHR.
15. ELECTRONIC TRANSMISSION
This Agreement, and any amendments hereto, by whatever means accepted, shall be treated in all manners and respects as an original contract and shall be considered to have the same binding legal effect as if it were an original, signed version thereof, delivered in person. Neither party hereto shall argue that a contract was not formed hereunder based on either (i) the use of electronic means to deliver a signature or to indicate acceptance of this Agreement or (ii) the fact that any signature or acceptance of this Agreement was transmitted or communicated through electronic means; and each party forever waives any related defence.
16. SEVERANCE
If any provision of this Terms of Use is determined by any court of competent jurisdiction or arbitrator to be invalid, illegal, or unenforceable to any extent, that provision shall, if possible, be construed as though more narrowly drawn, if a narrower construction would avoid such invalidity, illegality, or unenforceability, or, if that is not possible, such provision shall, to the extent of such invalidity, illegality, or unenforceability, be severed, and the remaining provisions of this Terms of Use shall remain in effect.
17. NO PARTNERSHIP OR AGENCY
This Terms of Use shall not be construed as creating any partnership, joint venture, agency or similar relationship between You and PaidHR other than the relationship with respect to carrying out the terms of this Terms of Use. All rights, duties, obligations, and liabilities of PaidHR and You shall be separate and individual and not several or joint. Except as set forth in this Terms of Use You have no authority to act as an agent for PaidHR or bind PaidHR in any way.
18. GOVERNING LAW
This Agreement shall be interpreted and construed in accordance with the laws of the Federal Republic of Nigeria and subject to the jurisdiction of Nigerian courts.