The use of the HR Artis website is subject to use. In order to use the service, you must agree to these terms of service with HR Artis. If you do not agree to all of these terms of this agreement, you are not permitted to use the service.
The HR Artis privacy policy available at: https://www.hrartis.com/us/privacy-policy/#privacy is in reference to the terms and conditions. The agreement of the terms govern the use of the service however it is accesses, including web browser, smart devices or any internet connected device.
By signing up for the HR Artis services on behalf of a client of HR Artis , you confirm that (1) you are duly authorised to represent the entity under which the client operates and any affiliates of the client who will be using the HR Artis services under the client name, (2) you accepts all the terms and conditions of this agreement on behalf of such legal entity and affiliates, and (3) any references to “you” in this agreement refer to such legal entity, affiliates and all of the employees, consultants and agents of each respective party. You are held responsible for all activities on the services that occur under your account.
The service:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
6.1. HR Artis owns and shall retain all the rights, titles and interest in and to (1) the HR Artis software and services, including all intellectual property rights within, and (2) all performance and transactional data related to your use of the HR Artis services. You give consent to HR Artis collecting, using and disclosing all such performance and transactional data for its business purposes including software use optimization and product marketing provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
6.2. you and your affiliates retain all the rights, titles and ownership interest in and to your data. HR Artis has no right t, title or interest in any personally identifiable information contained in or related to your data on HR Artis.
6.3. You have no obligation to give HR Artis any feedback, suggestions, requests, recommendations, comments or enhancements relating to any HR Artis services. In the event that you provide feedback to HR Artis, the feedback will not be considered proprietary or confidential, and HR Artis may use and include such feedback to improve their services and software for any other purpose. If you provide feedback to HR Artis you agree that HR Artis shall own all such feedback. You assign all the right in such feedback to HR Artis to freely use, licence, distribute, commercialize and reproduce the feedback in the HR Artis services and software.
6.4. HR Artis may develop, author, prepare, customize any computer documentations, programs or any other materials for your pursuant to agreement between you and HR Artis. HR Artis shall own and retain all the rights, title and interest in and to such deliverables and hereby grants you a limited, revocable, non-transferable, non-sub-licensable, non-exclusive license for you to use such deliverables for your internal use only during your subscription term. HR Artis is subject to reuse any deliverables, provided that such use does not reveal your confidential information, personally identifiable information or your personal identity that belongs to you or your employees.
Publicity:
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
5.1. Your HR Artis subscription renews automatically for the same term selected upon the initial payment. You may change your subscription term at any time by contacting HR Artis using one of the methods mentioned below. In the event that you use a credit card to pay, your credit card will be charged once a month for monthly subscriptions, or per user amount on monthly basis. You will receive monthly emails containing your payment receipt. If your card cannot be charged HR Artis will notify you and you will need to update your payment information. If you do not update your payment information within in the 22 days of the notice the HR Artis sends, your access to the service may be suspended and you will need to update your card information in order to resume the use of the HR Artis services. There will be no refunds or credits for partial months of service.
5.2. All fees are exclusive of all taxes or duties imposed by governing authorities. Other than sales taxes which HR Artis may be required to collect from you and remit to appropriate taxing authorities, you are solely responsible for payment of all such taxes or duties.
5.3. HR Artis may at any time, upon the notice of 90 days, or a longer period, if required by applicable law, change the price of your subscription or any part thereof, or institute new charges or fees. The changes in pricing is subject to exchange rates and taxes. If you do not agree to any such price changes, then you are solely responsible to cancel your subscription and to stop using the services prior to the commencement of the renewal subscription period for which the price change applies.
Intellectual property rights:
6.1. HR Artis owns and shall retain all the rights, titles and interest in and to (1) the HR Artis software and services, including all intellectual property rights within, and (2) all performance and transactional data related to your use of the HR Artis services. You give consent to HR Artis collecting, using and disclosing all such performance and transactional data for its business purposes including software use optimization and product marketing provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
6.2. you and your affiliates retain all the rights, titles and ownership interest in and to your data. HR Artis has no right t, title or interest in any personally identifiable information contained in or related to your data on HR Artis.
6.3. You have no obligation to give HR Artis any feedback, suggestions, requests, recommendations, comments or enhancements relating to any HR Artis services. In the event that you provide feedback to HR Artis, the feedback will not be considered proprietary or confidential, and HR Artis may use and include such feedback to improve their services and software for any other purpose. If you provide feedback to HR Artis you agree that HR Artis shall own all such feedback. You assign all the right in such feedback to HR Artis to freely use, licence, distribute, commercialize and reproduce the feedback in the HR Artis services and software.
6.4. HR Artis may develop, author, prepare, customize any computer documentations, programs or any other materials for your pursuant to agreement between you and HR Artis. HR Artis shall own and retain all the rights, title and interest in and to such deliverables and hereby grants you a limited, revocable, non-transferable, non-sub-licensable, non-exclusive license for you to use such deliverables for your internal use only during your subscription term. HR Artis is subject to reuse any deliverables, provided that such use does not reveal your confidential information, personally identifiable information or your personal identity that belongs to you or your employees.
Publicity:
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
4.1. During your subscription term with HR Artis, you are granted a limited, revocable, non-transferable, non-sub licensable, non-exclusive right to access and use the hosted software products and related documentation included in the HR Artis services and all the modifications, upgrades and/ or enhancements to any of the foregoing (collectively called the software) via a web browser or any other device owned or controlled by you for you internal business use. Nothing stated in this agreement obligates HR Artis to deliver or make available any copies of the computer programs or code from the software to you, whether in object code or source code form. You agree to use the HR Artis services only in compliance with all the applicable local, state, national and all international laws, rules and regulations. You shall not and will not agree to, and shall not authorize, permit or encourage any third party to:
Use the HR Artis software services to transmit, upload or distribute any content that is unlawful, harassing, defamatory, fraudulent, threatening, abusive, obscene, hateful, contains viruses, or is otherwise objectionable as reasonably determined by HR Artis.
Use the HR Artis software services for any fraudulent or inappropriate purpose, or in a manner of which is not intended to be used as HR Artis has determined in its sole discretion.
Attempt to reverse engineer any of the software through deciphering, deleting, altering or decompiling.
Duplicate, reproduce or exploit any information or make a derivative works of the HR Artis service without written permission of HR Artis.
Use any form of spider, robot, automated device or manual process to monitor or copy any content for the HR Artis services other than copying or exporting of the data as compiled in the document.
To lease, distribute, rent or resell any HR Artis software, or use or access to the HR Artis software or services for developing a competitive solution (or contract a third party to do so), or to alter or remove any trademarks, logos, patent or copyright notices, confidentiality or proprietary legend or other notices or marking that are on or in the HR Artis software or displayed in connection with the HR Artis services.
4.2. HR Artis shall: (1) provide you with basic support in connection with your us of the HR Artis service at no additional cost, and with the upgraded support if purchased separately, (2) implement reasonable efforts to make the HR Artis services available 24/7 excepts for: (i) planned downtime, which shall be scheduled by HR Artis to the extent practicable after business hours, (ii) any unavailability cause by circumstances beyond HR Artis’s reasonable control, including, but not limited to, acts of God, government, floods, fires, earthquakes, pandemic, civil unrest, acts of terror, strikes or other labour problems, (other than those involving our employees), internet service provider failures or delays, or denial of service attacks or, (iii) as necessary to update the HR Artis services to ensure its integrity and security and (3) provide the service only in accordance with applicable law.
4.3. HR Artis shall maintain reasonable administrative, physical and technical security for protection of the HR Artis services, and the protection of your data. HR Artis shall not (1) disclose your private data, except as compelled by applicable law or as you authorise in writing, or (2) access your data except to provide the HR Artis services and prevent or address service or technical problems, or at your request in connection with customer support matters. In the event HR Artis is compelled by applicable law to disclose your data, we will provide you with notice thereof, in advance if applicable, and if permitted by applicable law.
4.4. You and the applicable affiliates are solely responsible for your data, and all the uses of your data that occur throughout your entire account and subscription.
4.5. In the event that you integrate with our HR Artis API, you must use efficient programming, which will not cause an excessive number or request to be made in too short period of time, as-determined solely by HR Artis. It this occurs, HR Artis reserves the right to throttle your API connections or terminate or suspend your HR Artis account.
Payment terms; automatic renewal:
5.1. Your HR Artis subscription renews automatically for the same term selected upon the initial payment. You may change your subscription term at any time by contacting HR Artis using one of the methods mentioned below. In the event that you use a credit card to pay, your credit card will be charged once a month for monthly subscriptions, or per user amount on monthly basis. You will receive monthly emails containing your payment receipt. If your card cannot be charged HR Artis will notify you and you will need to update your payment information. If you do not update your payment information within in the 22 days of the notice the HR Artis sends, your access to the service may be suspended and you will need to update your card information in order to resume the use of the HR Artis services. There will be no refunds or credits for partial months of service.
5.2. All fees are exclusive of all taxes or duties imposed by governing authorities. Other than sales taxes which HR Artis may be required to collect from you and remit to appropriate taxing authorities, you are solely responsible for payment of all such taxes or duties.
5.3. HR Artis may at any time, upon the notice of 90 days, or a longer period, if required by applicable law, change the price of your subscription or any part thereof, or institute new charges or fees. The changes in pricing is subject to exchange rates and taxes. If you do not agree to any such price changes, then you are solely responsible to cancel your subscription and to stop using the services prior to the commencement of the renewal subscription period for which the price change applies.
Intellectual property rights:
6.1. HR Artis owns and shall retain all the rights, titles and interest in and to (1) the HR Artis software and services, including all intellectual property rights within, and (2) all performance and transactional data related to your use of the HR Artis services. You give consent to HR Artis collecting, using and disclosing all such performance and transactional data for its business purposes including software use optimization and product marketing provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
6.2. you and your affiliates retain all the rights, titles and ownership interest in and to your data. HR Artis has no right t, title or interest in any personally identifiable information contained in or related to your data on HR Artis.
6.3. You have no obligation to give HR Artis any feedback, suggestions, requests, recommendations, comments or enhancements relating to any HR Artis services. In the event that you provide feedback to HR Artis, the feedback will not be considered proprietary or confidential, and HR Artis may use and include such feedback to improve their services and software for any other purpose. If you provide feedback to HR Artis you agree that HR Artis shall own all such feedback. You assign all the right in such feedback to HR Artis to freely use, licence, distribute, commercialize and reproduce the feedback in the HR Artis services and software.
6.4. HR Artis may develop, author, prepare, customize any computer documentations, programs or any other materials for your pursuant to agreement between you and HR Artis. HR Artis shall own and retain all the rights, title and interest in and to such deliverables and hereby grants you a limited, revocable, non-transferable, non-sub-licensable, non-exclusive license for you to use such deliverables for your internal use only during your subscription term. HR Artis is subject to reuse any deliverables, provided that such use does not reveal your confidential information, personally identifiable information or your personal identity that belongs to you or your employees.
Publicity:
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
3.1. The HR Artis software service may be made available in both free and paid versions at different levels. Not all features and functionality of the HR Artis service software solution may be available in each version or level. HR Artis reserves their right, in sole discretion, to add, modify or remove portions and/ or functionality of the service on a temporary or permanent basis without liability to you or any other third party.
3.2. HR Artis reserves the right to update or modify the terms and conditions agreement at any time. In the event that HR Artis determines it is necessary to make a material modification to this terms and conditions agreement, you will be notifies of such changes and asked to agree affirmatively to such modified version of the agreement. Note, however that your use of the HR Artis software services after the modification to this terms and conditions agreement become effective constitutes your binding acceptance of such changes. You may review the most current version of this agreement at: **
3.3. in the event that you are dissatisfied with the terms of this terms and conditions agreement or of any modifications of this agreement or of the HR Artis software services, you agree that it is up to you to remedy and to terminate your subscription and discontinue the use of HR Artis software.
Usage rights, restrictions; support:
4.1. During your subscription term with HR Artis, you are granted a limited, revocable, non-transferable, non-sub licensable, non-exclusive right to access and use the hosted software products and related documentation included in the HR Artis services and all the modifications, upgrades and/ or enhancements to any of the foregoing (collectively called the software) via a web browser or any other device owned or controlled by you for you internal business use. Nothing stated in this agreement obligates HR Artis to deliver or make available any copies of the computer programs or code from the software to you, whether in object code or source code form. You agree to use the HR Artis services only in compliance with all the applicable local, state, national and all international laws, rules and regulations. You shall not and will not agree to, and shall not authorize, permit or encourage any third party to:
Use the HR Artis software services to transmit, upload or distribute any content that is unlawful, harassing, defamatory, fraudulent, threatening, abusive, obscene, hateful, contains viruses, or is otherwise objectionable as reasonably determined by HR Artis.
Use the HR Artis software services for any fraudulent or inappropriate purpose, or in a manner of which is not intended to be used as HR Artis has determined in its sole discretion.
Attempt to reverse engineer any of the software through deciphering, deleting, altering or decompiling.
Duplicate, reproduce or exploit any information or make a derivative works of the HR Artis service without written permission of HR Artis.
Use any form of spider, robot, automated device or manual process to monitor or copy any content for the HR Artis services other than copying or exporting of the data as compiled in the document.
To lease, distribute, rent or resell any HR Artis software, or use or access to the HR Artis software or services for developing a competitive solution (or contract a third party to do so), or to alter or remove any trademarks, logos, patent or copyright notices, confidentiality or proprietary legend or other notices or marking that are on or in the HR Artis software or displayed in connection with the HR Artis services.
4.2. HR Artis shall: (1) provide you with basic support in connection with your us of the HR Artis service at no additional cost, and with the upgraded support if purchased separately, (2) implement reasonable efforts to make the HR Artis services available 24/7 excepts for: (i) planned downtime, which shall be scheduled by HR Artis to the extent practicable after business hours, (ii) any unavailability cause by circumstances beyond HR Artis’s reasonable control, including, but not limited to, acts of God, government, floods, fires, earthquakes, pandemic, civil unrest, acts of terror, strikes or other labour problems, (other than those involving our employees), internet service provider failures or delays, or denial of service attacks or, (iii) as necessary to update the HR Artis services to ensure its integrity and security and (3) provide the service only in accordance with applicable law.
4.3. HR Artis shall maintain reasonable administrative, physical and technical security for protection of the HR Artis services, and the protection of your data. HR Artis shall not (1) disclose your private data, except as compelled by applicable law or as you authorise in writing, or (2) access your data except to provide the HR Artis services and prevent or address service or technical problems, or at your request in connection with customer support matters. In the event HR Artis is compelled by applicable law to disclose your data, we will provide you with notice thereof, in advance if applicable, and if permitted by applicable law.
4.4. You and the applicable affiliates are solely responsible for your data, and all the uses of your data that occur throughout your entire account and subscription.
4.5. In the event that you integrate with our HR Artis API, you must use efficient programming, which will not cause an excessive number or request to be made in too short period of time, as-determined solely by HR Artis. It this occurs, HR Artis reserves the right to throttle your API connections or terminate or suspend your HR Artis account.
Payment terms; automatic renewal:
5.1. Your HR Artis subscription renews automatically for the same term selected upon the initial payment. You may change your subscription term at any time by contacting HR Artis using one of the methods mentioned below. In the event that you use a credit card to pay, your credit card will be charged once a month for monthly subscriptions, or per user amount on monthly basis. You will receive monthly emails containing your payment receipt. If your card cannot be charged HR Artis will notify you and you will need to update your payment information. If you do not update your payment information within in the 22 days of the notice the HR Artis sends, your access to the service may be suspended and you will need to update your card information in order to resume the use of the HR Artis services. There will be no refunds or credits for partial months of service.
5.2. All fees are exclusive of all taxes or duties imposed by governing authorities. Other than sales taxes which HR Artis may be required to collect from you and remit to appropriate taxing authorities, you are solely responsible for payment of all such taxes or duties.
5.3. HR Artis may at any time, upon the notice of 90 days, or a longer period, if required by applicable law, change the price of your subscription or any part thereof, or institute new charges or fees. The changes in pricing is subject to exchange rates and taxes. If you do not agree to any such price changes, then you are solely responsible to cancel your subscription and to stop using the services prior to the commencement of the renewal subscription period for which the price change applies.
Intellectual property rights:
6.1. HR Artis owns and shall retain all the rights, titles and interest in and to (1) the HR Artis software and services, including all intellectual property rights within, and (2) all performance and transactional data related to your use of the HR Artis services. You give consent to HR Artis collecting, using and disclosing all such performance and transactional data for its business purposes including software use optimization and product marketing provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
6.2. you and your affiliates retain all the rights, titles and ownership interest in and to your data. HR Artis has no right t, title or interest in any personally identifiable information contained in or related to your data on HR Artis.
6.3. You have no obligation to give HR Artis any feedback, suggestions, requests, recommendations, comments or enhancements relating to any HR Artis services. In the event that you provide feedback to HR Artis, the feedback will not be considered proprietary or confidential, and HR Artis may use and include such feedback to improve their services and software for any other purpose. If you provide feedback to HR Artis you agree that HR Artis shall own all such feedback. You assign all the right in such feedback to HR Artis to freely use, licence, distribute, commercialize and reproduce the feedback in the HR Artis services and software.
6.4. HR Artis may develop, author, prepare, customize any computer documentations, programs or any other materials for your pursuant to agreement between you and HR Artis. HR Artis shall own and retain all the rights, title and interest in and to such deliverables and hereby grants you a limited, revocable, non-transferable, non-sub-licensable, non-exclusive license for you to use such deliverables for your internal use only during your subscription term. HR Artis is subject to reuse any deliverables, provided that such use does not reveal your confidential information, personally identifiable information or your personal identity that belongs to you or your employees.
Publicity:
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
2.1. This agreement remains in effect for the duration of your active subscription for the services that HR Artis provide. The terms in this agreement will expire after the use of the free 60 day trial. The terms in this agreement is applicable during the free trial and will be reinstated when your subscription is renewed.
2.2. subscriptions that you purchase commence on the start date specified when you complete the initial payment process and will continue for the duration of the subscription term selected at the time of payment. If an additional subscription for HR Artis is added at a later date, the new service will commence on the start date selected at the time. Subscriptions are automatically renewed, as described later. Each affiliate must purchase their own subscription to the HR Artis services and separately accept these Terms of Service.
2.3. each affiliate is solely responsible to proper cancellation of their subscription. You can cancel your subscription at any time by emailing HR Artis at: info@hrartis.com or calling +27 11 506 8600.
2.4. HR Artis may suspend your access to the services and terminate this agreement and your use of the HR Artis services at any time in the event that you breach this agreement (including failure to pay, in the event that your credit card cannot be charged.) if you do not resolve the breach within 30 days of HR Artis providing you with written notice of the breach (including email notices), or if a subscription or Additional Terms provide otherwise. HR Artis may immediately suspend or terminate your access to the services if you violate the Agreement, as determined by HR Artis in its sole discretion. HR Artis may suspend, terminate or downgrade your access to the service without liability, after providing you with 30 days prior notice, if (1) you fail to agree to modifications to this agreement, or (2) you do not log into or use the services for a period of 180 days or more if you have a paid account ad for a period of 60 days or more if you have a free account. In the event other than a non-payment or violation HR Artis will refund you any prepaid fees covering any period of the terms remaining after the effective date of termination for all such subscriptions, except that no refunds will be granted for the then current month. HR Artis will send notice via email to you at the email address you provided to us. HR Artis reserves the right to manage its client profile, the industries it will serve, the locations of where it will do business, the risk it will assume, including choosing to not provide services to certain groups or parties, industries or companies or in certain countries, in its sole discretion.
2.5. Data deletion and downloads. In the event that your subscription is cancelled other than the instances non-payment or violation or sections 4.1 or 13, you will continue to have the ability to download the information provided, inputter or uploaded to your databases on the HR Artis software solution either by you or on your behalf, for 30 days after the effective date of termination or expiration of your subscription. After the 30 day period HR Artis does not have the obligation to maintain any data and shall thereafter, unless legal prohibition to do so, or requires pursuant to additional terms, delete all of your data contain in the HR Artis software.
Modification of service or of this agreement:
3.1. The HR Artis software service may be made available in both free and paid versions at different levels. Not all features and functionality of the HR Artis service software solution may be available in each version or level. HR Artis reserves their right, in sole discretion, to add, modify or remove portions and/ or functionality of the service on a temporary or permanent basis without liability to you or any other third party.
3.2. HR Artis reserves the right to update or modify the terms and conditions agreement at any time. In the event that HR Artis determines it is necessary to make a material modification to this terms and conditions agreement, you will be notifies of such changes and asked to agree affirmatively to such modified version of the agreement. Note, however that your use of the HR Artis software services after the modification to this terms and conditions agreement become effective constitutes your binding acceptance of such changes. You may review the most current version of this agreement at: **
3.3. in the event that you are dissatisfied with the terms of this terms and conditions agreement or of any modifications of this agreement or of the HR Artis software services, you agree that it is up to you to remedy and to terminate your subscription and discontinue the use of HR Artis software.
Usage rights, restrictions; support:
4.1. During your subscription term with HR Artis, you are granted a limited, revocable, non-transferable, non-sub licensable, non-exclusive right to access and use the hosted software products and related documentation included in the HR Artis services and all the modifications, upgrades and/ or enhancements to any of the foregoing (collectively called the software) via a web browser or any other device owned or controlled by you for you internal business use. Nothing stated in this agreement obligates HR Artis to deliver or make available any copies of the computer programs or code from the software to you, whether in object code or source code form. You agree to use the HR Artis services only in compliance with all the applicable local, state, national and all international laws, rules and regulations. You shall not and will not agree to, and shall not authorize, permit or encourage any third party to:
Use the HR Artis software services to transmit, upload or distribute any content that is unlawful, harassing, defamatory, fraudulent, threatening, abusive, obscene, hateful, contains viruses, or is otherwise objectionable as reasonably determined by HR Artis.
Use the HR Artis software services for any fraudulent or inappropriate purpose, or in a manner of which is not intended to be used as HR Artis has determined in its sole discretion.
Attempt to reverse engineer any of the software through deciphering, deleting, altering or decompiling.
Duplicate, reproduce or exploit any information or make a derivative works of the HR Artis service without written permission of HR Artis.
Use any form of spider, robot, automated device or manual process to monitor or copy any content for the HR Artis services other than copying or exporting of the data as compiled in the document.
To lease, distribute, rent or resell any HR Artis software, or use or access to the HR Artis software or services for developing a competitive solution (or contract a third party to do so), or to alter or remove any trademarks, logos, patent or copyright notices, confidentiality or proprietary legend or other notices or marking that are on or in the HR Artis software or displayed in connection with the HR Artis services.
4.2. HR Artis shall: (1) provide you with basic support in connection with your us of the HR Artis service at no additional cost, and with the upgraded support if purchased separately, (2) implement reasonable efforts to make the HR Artis services available 24/7 excepts for: (i) planned downtime, which shall be scheduled by HR Artis to the extent practicable after business hours, (ii) any unavailability cause by circumstances beyond HR Artis’s reasonable control, including, but not limited to, acts of God, government, floods, fires, earthquakes, pandemic, civil unrest, acts of terror, strikes or other labour problems, (other than those involving our employees), internet service provider failures or delays, or denial of service attacks or, (iii) as necessary to update the HR Artis services to ensure its integrity and security and (3) provide the service only in accordance with applicable law.
4.3. HR Artis shall maintain reasonable administrative, physical and technical security for protection of the HR Artis services, and the protection of your data. HR Artis shall not (1) disclose your private data, except as compelled by applicable law or as you authorise in writing, or (2) access your data except to provide the HR Artis services and prevent or address service or technical problems, or at your request in connection with customer support matters. In the event HR Artis is compelled by applicable law to disclose your data, we will provide you with notice thereof, in advance if applicable, and if permitted by applicable law.
4.4. You and the applicable affiliates are solely responsible for your data, and all the uses of your data that occur throughout your entire account and subscription.
4.5. In the event that you integrate with our HR Artis API, you must use efficient programming, which will not cause an excessive number or request to be made in too short period of time, as-determined solely by HR Artis. It this occurs, HR Artis reserves the right to throttle your API connections or terminate or suspend your HR Artis account.
Payment terms; automatic renewal:
5.1. Your HR Artis subscription renews automatically for the same term selected upon the initial payment. You may change your subscription term at any time by contacting HR Artis using one of the methods mentioned below. In the event that you use a credit card to pay, your credit card will be charged once a month for monthly subscriptions, or per user amount on monthly basis. You will receive monthly emails containing your payment receipt. If your card cannot be charged HR Artis will notify you and you will need to update your payment information. If you do not update your payment information within in the 22 days of the notice the HR Artis sends, your access to the service may be suspended and you will need to update your card information in order to resume the use of the HR Artis services. There will be no refunds or credits for partial months of service.
5.2. All fees are exclusive of all taxes or duties imposed by governing authorities. Other than sales taxes which HR Artis may be required to collect from you and remit to appropriate taxing authorities, you are solely responsible for payment of all such taxes or duties.
5.3. HR Artis may at any time, upon the notice of 90 days, or a longer period, if required by applicable law, change the price of your subscription or any part thereof, or institute new charges or fees. The changes in pricing is subject to exchange rates and taxes. If you do not agree to any such price changes, then you are solely responsible to cancel your subscription and to stop using the services prior to the commencement of the renewal subscription period for which the price change applies.
Intellectual property rights:
6.1. HR Artis owns and shall retain all the rights, titles and interest in and to (1) the HR Artis software and services, including all intellectual property rights within, and (2) all performance and transactional data related to your use of the HR Artis services. You give consent to HR Artis collecting, using and disclosing all such performance and transactional data for its business purposes including software use optimization and product marketing provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
6.2. you and your affiliates retain all the rights, titles and ownership interest in and to your data. HR Artis has no right t, title or interest in any personally identifiable information contained in or related to your data on HR Artis.
6.3. You have no obligation to give HR Artis any feedback, suggestions, requests, recommendations, comments or enhancements relating to any HR Artis services. In the event that you provide feedback to HR Artis, the feedback will not be considered proprietary or confidential, and HR Artis may use and include such feedback to improve their services and software for any other purpose. If you provide feedback to HR Artis you agree that HR Artis shall own all such feedback. You assign all the right in such feedback to HR Artis to freely use, licence, distribute, commercialize and reproduce the feedback in the HR Artis services and software.
6.4. HR Artis may develop, author, prepare, customize any computer documentations, programs or any other materials for your pursuant to agreement between you and HR Artis. HR Artis shall own and retain all the rights, title and interest in and to such deliverables and hereby grants you a limited, revocable, non-transferable, non-sub-licensable, non-exclusive license for you to use such deliverables for your internal use only during your subscription term. HR Artis is subject to reuse any deliverables, provided that such use does not reveal your confidential information, personally identifiable information or your personal identity that belongs to you or your employees.
Publicity:
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
1.1. The HR Artis solution may include additional services that you subscribe to, and will receive directly through or from HR Artis. Some of these additional services are subject to additional terms that apply to your use of these additional services, the additional terms become part of this agreement. In the event that any of the additional terms conflict with any of the terms in the agreement, the additional terms will apply to your current additional services instead of the terms contained in this agreement.
Term and termination:
2.1. This agreement remains in effect for the duration of your active subscription for the services that HR Artis provide. The terms in this agreement will expire after the use of the free 60 day trial. The terms in this agreement is applicable during the free trial and will be reinstated when your subscription is renewed.
2.2. subscriptions that you purchase commence on the start date specified when you complete the initial payment process and will continue for the duration of the subscription term selected at the time of payment. If an additional subscription for HR Artis is added at a later date, the new service will commence on the start date selected at the time. Subscriptions are automatically renewed, as described later. Each affiliate must purchase their own subscription to the HR Artis services and separately accept these Terms of Service.
2.3. each affiliate is solely responsible to proper cancellation of their subscription. You can cancel your subscription at any time by emailing HR Artis at: info@hrartis.com or calling +27 11 506 8600.
2.4. HR Artis may suspend your access to the services and terminate this agreement and your use of the HR Artis services at any time in the event that you breach this agreement (including failure to pay, in the event that your credit card cannot be charged.) if you do not resolve the breach within 30 days of HR Artis providing you with written notice of the breach (including email notices), or if a subscription or Additional Terms provide otherwise. HR Artis may immediately suspend or terminate your access to the services if you violate the Agreement, as determined by HR Artis in its sole discretion. HR Artis may suspend, terminate or downgrade your access to the service without liability, after providing you with 30 days prior notice, if (1) you fail to agree to modifications to this agreement, or (2) you do not log into or use the services for a period of 180 days or more if you have a paid account ad for a period of 60 days or more if you have a free account. In the event other than a non-payment or violation HR Artis will refund you any prepaid fees covering any period of the terms remaining after the effective date of termination for all such subscriptions, except that no refunds will be granted for the then current month. HR Artis will send notice via email to you at the email address you provided to us. HR Artis reserves the right to manage its client profile, the industries it will serve, the locations of where it will do business, the risk it will assume, including choosing to not provide services to certain groups or parties, industries or companies or in certain countries, in its sole discretion.
2.5. Data deletion and downloads. In the event that your subscription is cancelled other than the instances non-payment or violation or sections 4.1 or 13, you will continue to have the ability to download the information provided, inputter or uploaded to your databases on the HR Artis software solution either by you or on your behalf, for 30 days after the effective date of termination or expiration of your subscription. After the 30 day period HR Artis does not have the obligation to maintain any data and shall thereafter, unless legal prohibition to do so, or requires pursuant to additional terms, delete all of your data contain in the HR Artis software.
Modification of service or of this agreement:
3.1. The HR Artis software service may be made available in both free and paid versions at different levels. Not all features and functionality of the HR Artis service software solution may be available in each version or level. HR Artis reserves their right, in sole discretion, to add, modify or remove portions and/ or functionality of the service on a temporary or permanent basis without liability to you or any other third party.
3.2. HR Artis reserves the right to update or modify the terms and conditions agreement at any time. In the event that HR Artis determines it is necessary to make a material modification to this terms and conditions agreement, you will be notifies of such changes and asked to agree affirmatively to such modified version of the agreement. Note, however that your use of the HR Artis software services after the modification to this terms and conditions agreement become effective constitutes your binding acceptance of such changes. You may review the most current version of this agreement at: **
3.3. in the event that you are dissatisfied with the terms of this terms and conditions agreement or of any modifications of this agreement or of the HR Artis software services, you agree that it is up to you to remedy and to terminate your subscription and discontinue the use of HR Artis software.
Usage rights, restrictions; support:
4.1. During your subscription term with HR Artis, you are granted a limited, revocable, non-transferable, non-sub licensable, non-exclusive right to access and use the hosted software products and related documentation included in the HR Artis services and all the modifications, upgrades and/ or enhancements to any of the foregoing (collectively called the software) via a web browser or any other device owned or controlled by you for you internal business use. Nothing stated in this agreement obligates HR Artis to deliver or make available any copies of the computer programs or code from the software to you, whether in object code or source code form. You agree to use the HR Artis services only in compliance with all the applicable local, state, national and all international laws, rules and regulations. You shall not and will not agree to, and shall not authorize, permit or encourage any third party to:
Use the HR Artis software services to transmit, upload or distribute any content that is unlawful, harassing, defamatory, fraudulent, threatening, abusive, obscene, hateful, contains viruses, or is otherwise objectionable as reasonably determined by HR Artis.
Use the HR Artis software services for any fraudulent or inappropriate purpose, or in a manner of which is not intended to be used as HR Artis has determined in its sole discretion.
Attempt to reverse engineer any of the software through deciphering, deleting, altering or decompiling.
Duplicate, reproduce or exploit any information or make a derivative works of the HR Artis service without written permission of HR Artis.
Use any form of spider, robot, automated device or manual process to monitor or copy any content for the HR Artis services other than copying or exporting of the data as compiled in the document.
To lease, distribute, rent or resell any HR Artis software, or use or access to the HR Artis software or services for developing a competitive solution (or contract a third party to do so), or to alter or remove any trademarks, logos, patent or copyright notices, confidentiality or proprietary legend or other notices or marking that are on or in the HR Artis software or displayed in connection with the HR Artis services.
4.2. HR Artis shall: (1) provide you with basic support in connection with your us of the HR Artis service at no additional cost, and with the upgraded support if purchased separately, (2) implement reasonable efforts to make the HR Artis services available 24/7 excepts for: (i) planned downtime, which shall be scheduled by HR Artis to the extent practicable after business hours, (ii) any unavailability cause by circumstances beyond HR Artis’s reasonable control, including, but not limited to, acts of God, government, floods, fires, earthquakes, pandemic, civil unrest, acts of terror, strikes or other labour problems, (other than those involving our employees), internet service provider failures or delays, or denial of service attacks or, (iii) as necessary to update the HR Artis services to ensure its integrity and security and (3) provide the service only in accordance with applicable law.
4.3. HR Artis shall maintain reasonable administrative, physical and technical security for protection of the HR Artis services, and the protection of your data. HR Artis shall not (1) disclose your private data, except as compelled by applicable law or as you authorise in writing, or (2) access your data except to provide the HR Artis services and prevent or address service or technical problems, or at your request in connection with customer support matters. In the event HR Artis is compelled by applicable law to disclose your data, we will provide you with notice thereof, in advance if applicable, and if permitted by applicable law.
4.4. You and the applicable affiliates are solely responsible for your data, and all the uses of your data that occur throughout your entire account and subscription.
4.5. In the event that you integrate with our HR Artis API, you must use efficient programming, which will not cause an excessive number or request to be made in too short period of time, as-determined solely by HR Artis. It this occurs, HR Artis reserves the right to throttle your API connections or terminate or suspend your HR Artis account.
Payment terms; automatic renewal:
5.1. Your HR Artis subscription renews automatically for the same term selected upon the initial payment. You may change your subscription term at any time by contacting HR Artis using one of the methods mentioned below. In the event that you use a credit card to pay, your credit card will be charged once a month for monthly subscriptions, or per user amount on monthly basis. You will receive monthly emails containing your payment receipt. If your card cannot be charged HR Artis will notify you and you will need to update your payment information. If you do not update your payment information within in the 22 days of the notice the HR Artis sends, your access to the service may be suspended and you will need to update your card information in order to resume the use of the HR Artis services. There will be no refunds or credits for partial months of service.
5.2. All fees are exclusive of all taxes or duties imposed by governing authorities. Other than sales taxes which HR Artis may be required to collect from you and remit to appropriate taxing authorities, you are solely responsible for payment of all such taxes or duties.
5.3. HR Artis may at any time, upon the notice of 90 days, or a longer period, if required by applicable law, change the price of your subscription or any part thereof, or institute new charges or fees. The changes in pricing is subject to exchange rates and taxes. If you do not agree to any such price changes, then you are solely responsible to cancel your subscription and to stop using the services prior to the commencement of the renewal subscription period for which the price change applies.
Intellectual property rights:
6.1. HR Artis owns and shall retain all the rights, titles and interest in and to (1) the HR Artis software and services, including all intellectual property rights within, and (2) all performance and transactional data related to your use of the HR Artis services. You give consent to HR Artis collecting, using and disclosing all such performance and transactional data for its business purposes including software use optimization and product marketing provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
6.2. you and your affiliates retain all the rights, titles and ownership interest in and to your data. HR Artis has no right t, title or interest in any personally identifiable information contained in or related to your data on HR Artis.
6.3. You have no obligation to give HR Artis any feedback, suggestions, requests, recommendations, comments or enhancements relating to any HR Artis services. In the event that you provide feedback to HR Artis, the feedback will not be considered proprietary or confidential, and HR Artis may use and include such feedback to improve their services and software for any other purpose. If you provide feedback to HR Artis you agree that HR Artis shall own all such feedback. You assign all the right in such feedback to HR Artis to freely use, licence, distribute, commercialize and reproduce the feedback in the HR Artis services and software.
6.4. HR Artis may develop, author, prepare, customize any computer documentations, programs or any other materials for your pursuant to agreement between you and HR Artis. HR Artis shall own and retain all the rights, title and interest in and to such deliverables and hereby grants you a limited, revocable, non-transferable, non-sub-licensable, non-exclusive license for you to use such deliverables for your internal use only during your subscription term. HR Artis is subject to reuse any deliverables, provided that such use does not reveal your confidential information, personally identifiable information or your personal identity that belongs to you or your employees.
Publicity:
7.1. Unless otherwise agree to by you and HR Artis, during your subscription, HR Artis may disclose your name as a customer of HR Artis and/or subscriber to the HR Artis services and software, and you hereby grant HR Artis the right to display your company name, logo and personal name in HR Artis marketing materials and on the public HR Artis website, each case must be in accordance with the branding guidelines you may provide to HR Artis.
User Content:
8.1. HR Artis’ public website may enable users to submit, upload share, post or display comments or content, as well as to interact with others through user comment areas, message boards, and direct messages. Hr Artis’ blog and similar user-to-user areas, as applicable. User content includes any comments or reviews you provide to HR Artis, whether through customer support otherwise, about the HR Artis services but excludes all data.
8.2. You grant HR Artis an irrevocable, perpetual, non-exclusive, transferable, sub-licensable, assignable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute and prepare derivative work of any User Content you post on our website ort about any HR Artis services for any purpose on all forms of media. You waive any moral rights and all rights in your User content. If your post user content, you represent and warrant to HR Artis that you own or control all rights in and to such user content and have the right to grant thee rights above to HR Artis.
Warranties and limitations of Liability:
9.1. HR Artis warrants, represents and covenants as follows: (1) the HR Artis services will perform substantially in accordance with the specifications generally provided by HR Artis in connection with the services, software and documentation, (2) the provision of the HR Artis services will comply with all protection and privacy laws applicable to its business, (3) it will not sell any personal information provided by you, and it will disclose, retain or use personal information by you only for the purpose of providing the services; and (4) any services performed for you by HR Artis will be performed in a professional manner, with the degree of skill and care that is required by sound professional procedures and practices.
9.2. HR Artis does not warrant that operation of the services and software will be error-free or uninterrupted. HR Artis disclaims all other warranties, either express or implied for a particular purpose with respect to the service, software, documentation, deliverables and other materials and/ or services.
9.3. Except for (1) a party’s violation of the other party’s intellectual property rights, (2) either party’s indemnification obligations hereunder, or (3) either party’s gross negligence or wilful misconduct. (i) in no event will either party be liable for any direct, special, punitive, consequential or exemplary damages arising out of this agreement, and (ii) the aggregate liability of either party to the other with respect to this agreement is limited, the extent that is permitted under applicable law, to the fees collected by HR Artis from you, pursuant, to this agreement in the 6 months preceding the event from which the liability arose. The foregoing limitations apply even from which if such party knew or should have known of the possibility of such damage and the failure of essential purpose of any limited remedy herein.
Security breach:
10.1. External breach: In the event of an unauthorised, unlawful destruction, disclosure, alteration, accidental or access to personal data that impacts your personal data you maintain through the HR Artis services, and which is perpetrated by anyone other than you employees, contractors or agents, upon the discovery of such security breach, (1) HR Artis will initiate remedial actions that are in compliance with the applicable law and consistent with industry standard. (2) And in accordance with applicable law notify you of the security breach, the scope and nature, the remedial actions HR Artis will undertake and the timeline in which HR Artis expects to remedy the security breach. You are responsible for fulfilling your obligations under the applicable law.
10.2. Internal breach: In the event of a Security breach, as defined by applicable law, which is perpetrated by your employee, contractor, agent or affiliate or due to your failure to maintain your system, data or network in a secure manner, you shall have sole responsibility for initiating remedial actions and you shall notify HR Artis IMMEDIATELY of the security breach and the steps you will take to remedy such a breach. In our sole discretion, we may take any action, including suspension of your access to the HR Artis services, to prevent any harm to you, us as a company, the HR Artis services and software. You waive any right to make a claim against us for any losses you incur that may result from our actions.
Indemnification:
11.1. You agree to defend, indemnify and hold HR Artis harmless and its subsidiaries, officers, agents, employees, directors and affiliates from any damage, expenses, costs, judgements, losses or any other liabilities incurred as a result of any third-party action, claims, demands, proceedings or suites to the extent arising from or in connection with 91) your use of the software and/ or services in violation to this agreement, (2) any employment decision or action you take due to information available through or us of the service and software.
11.2. HR Artis agrees to indemnify, hold you harmless and defend you and your employees, officers and directors from any liabilities incurred as a result of any third-party claims to the extent arising from or in connection with an allegation that your use of the Software and/ or services in accordance with this agreement infringes the intellectual property rights of a third party. In no event shall HR Artis have any obligations or liability arising from: (1) the use of the software and/ or services in a modified form or in combination with the materials or software not furnished by HR Artis and (2) any user content, information or data provided by you or your end users, or any other third parties.
11.3. A party seeking indemnification hereunder shall (1) promptly notify the other party either HR Artis or otherwise stated in writing of the Claim, (2) give the indemnifying party either HR Artis or otherwise stated sole control of the defense of such Claim and of all negotiations for the compromise or settlement thereof provided that if in any settlement requires any action or admission by the indemnified party, then the settlement will require the indemnified party’s prior consent, and (3) provide the indemnifying party with all reasonable cooperation of all parties, information and assistance in connection with such Claim; provided, however, that failure by the indemnified party to provide prompt notice of a Claim to HR Artis or otherwise stated party, grant such sole control, and/or provide such cooperation, information and assistance, shall not relieve the indemnifying party of its obligations under this Article 11, except to the extent that the indemnifying party is materially prejudiced by such failure. The indemnified party may be represented by its own counsel, at its own expense.
Governing law; jurisdiction:
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of any state, province or international country without the reference to conflict of laws and principles.
12.2 Any legal action or proceeding with respect to this agreement must be brought in the relevant courts, location based. The United Nations convention on contracts for the international sale of good shall not apply to this agreement.
Compliance with laws; disclaimer:
13.1. Each party has to comply with all applicable laws in connection with its own activities under this agreement. The HR Artis services and software can be configured and used in ways that do not comply with the applicable laws and it is your sole responsibility to ensure that your employees use and your use of the HR Artis Services and software complies with and is in accordance with applicable law. In no event shall HR Artis be responsible or liable for your failure to comply with the applicable las in connection with your use of the HR Artis services and software.
13.2. HR Artis does not provide its customers with any legal advice regarding compliance, data privacy or any other relevant applicable laws in the jurisdiction in which you use the HR Artis services and software, any statements made by HR Artis to you shall not constitute as any legal advice.
13.3. You acknowledge that HR Artis exercise no control over your specific HR practices implemented using HR Artis services and software, or your decisions to employments, advancement, promotions, termination, compensation of any employee or authorised user of the HR Artis services and software. You agree and acknowledge that HR Artis does not have a direct relationship with your employees and that you are held responsible for all contacts, questions, data updates and collection with and from your employees. You are responsible for the privacy, including the adopting and posting of your privacy policy governing your treatment of your employee’s data, collection uses, retention and processing of all your employee data and providing any and all notices and information to your employees regarding the compliance with all applicable laws. HR Artis disclaims all liability arising from your decisions and from harmful data or code uploaded to the HR Artis services and software by you and/or employees, contractors or agents.
13.4. You agree that you will not indirectly or directly transmit, transfer, export or re-export or knowingly permit any of the foregoing with respect to the HR Artis services and software of any technical information about the service and software of HR ARtis, to any country, province, state or international country, without the appropriate licence or approval has been obtained.
13.5. You warrant and represent that (1) you are not in a country that is subject to any embargo, or that has been designated as a terrorist supporting country, and (2) you are not listed as a prohibited or restricted party.
IOS Version:
14.1. If you use the iOS version of the Service, you acknowledge the statements set forth in this Section. This Agreement is between you and HR Artis only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the functionality or content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the HR Artis Services and software. In the event of any failure of the HR Artis Service and software to conform to any applicable warranty and if you purchased a subscription to the Service through Apple, then you may notify Apple and Apple will refund the purchase price for the relevant HR Artis Services and software to you; and, to the maximum extent permitted by Applicable Law, Apple has no other warranty obligation whatsoever with respect to the Service. As between Apple and HR Artis, HR Artis is responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the HR Artis Services and software to conform to any warranty, subject to the terms of this Agreement. Apple is not responsible for addressing any claims brought by you or any third party relating to the HR Artis Services and software or your possession and/or use of the HR Artis Services and software, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the HR Artis Services and software infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms, when using the HR Artis Services and software. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
General Provisions:
15.1. This entire Agreement: This agreement encompasses the entire agreement between you and HR Artis with respect to the subject matter here of and superseded all prior representations, agreements and understanding either oral or written. No other form submitter by you will supersede, modify, add to or in any way vary the terms of this Agreement.
15.2. No Waiver. The failure of HR Artis to exercise or enforce any right or provision of this Agreement shall not constitute as a waiver of such right or provision.
15.3. Severability. If any part of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall be interpreted so as to reasonably effectuate the intention of the parties and shall not affect the validity and enforceability of any remaining provisions.
15.4. Survival. The provisions of this Agreement that should, by their nature survive termination and/or expiration, shall and do survive such termination and/or expiration.
15.5. Assignment. You may not assign or otherwise transfer any of your rights or obligations under this Agreement without HR Artis’s prior written consent, which consent shall not be unreasonably withheld. This Agreement shall be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void.
15.6. No Legal Advice; Reliance. No part of this Agreement is intended or shall be construed as legal advice. HR Artis shall not be liable for any errors or omissions in the content of this Agreement or for any actions taken in reliance thereon.
15.7. No Third-Party Beneficiaries. Subject to Section 14.1, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, any legal or equitable right, benefit or remedy of any nature under or by reason of this Agreement.
Contact Information:
16.1 If you have any questions about HR Artis services and software, or of this agreement, you may call us at +27 11 506 8600, or email us at info@hrartis.com
All rights are reserved.
