Terms of Service | Humaans

Terms of Service

Last updated: 11 October 2021

We run a cloud-based people management service called Humaans.

These Terms and Conditions (further referred to as “Terms”) determine the use of the online application Humaans. These terms and conditions govern your acquisition and the use of the services offered by Humaans (the Services). These terms and conditions also apply to free trials.

The company behind Humaans is Humaans Software UK LTD. Our registered company number is 11496946, and our registered office is at Office 7, 35-37 Ludgate Hill, London, United Kingdom, EC4M 7JN. Our VAT number is 311228354.

For ease of reference we will further refer to ourselves using “we'', “us”, “our” or “Humaans”. “You”, “your” or “yours” means the organisation using the Services.

1 – Your subscription

1.1. By subscribing to our Services online, you are accepting these terms and conditions. If you otherwise submit an order to us or enter into an agreement with us, these terms and conditions also apply. These terms and conditions will constitute a binding contract between you and us.

1.2. Your subscription will continue month-to-month or year-to-year (depending on your subscription period) until terminated.

1.3. To use our Services you must provide a current, valid, accepted method of payment, which you may update from time to time (Payment Method). Unless you cancel your subscription before your monthly/yearly billing date, you authorise us to charge your next month/year's subscription fee to your Payment Method.

1.4. When signing up for our Services, an account will be created which you can access through our website. You can find all specific details regarding your subscription in your account in the Admin area or you can email us at team@humaans.io. Multiple users which each have their own password may be linked to your account. You are responsible and liable for the security of the password(s) you choose to use.

2 – Free trial of Services

2.1. Any free trial period for our paid plans lasts for 14 days or as otherwise specified during sign-up and is intended to allow new customers and certain former customers to try the Services.

2.3. At the end of your free trial period, we will charge your Payment Method for the next month/year with the monthly/yearly price for the Services you subscribed to, unless you terminate your subscription prior to the end of your free trial period. To view the monthly/yearly price for the Services you subscribed to and to see the end date of your free trial period, you can go to the billing section of your account in the Admin area or you can email us at team@humaans.io.

3 – Price and payment

3.1. The prices are those as advertised on the website at the time of subscribing to the Services, unless otherwise agreed with us.

3.2. Unless explicitly indicated otherwise, all prices are in USD and exclusive of VAT.

3.3. When subscribing to our paid Services, you will have to provide a Payment Method. The price for the Services will be charged on a monthly/yearly basis to your Payment Method on the calendar day corresponding to the day on which you started using our Services.

3.4. If a payment is not successfully settled, due to for example expiration of your Payment Method or insufficient funds, we may suspend your access to the Services until we have obtained a valid Payment Method. When you update your Payment Method, any previously uncollected amounts will be charged to your new Payment Method. A change of Payment Method may also result in a change of the date on which the Services are charged to you.

3.5. If a payment error occurs on your Humaans account we will always aim to rectify this.

3.6. The issuer of your Payment Method may charge you certain fees, such as a foreign transaction fee relating to the processing of your Payment Method. You should check with your Payment Method service provider for details before using the Payment Method.

3.7. You can download your invoices in the billing section of your account or you can email us at team@humaans.io. You expressly agree to only receive electronic invoices through your account.

4 – Cancellation of your subscription

4.1. You can cancel your subscription to the Services at any time. If you cancel your subscription, you will be able to use the Services through the end of the billing period you paid for. Any payments already made to us are not refundable and we do not provide refunds or credits for any partial-month subscription periods. To cancel your subscription, go to the billing section of your account or email team@humaans.io.

4.2. In case of cancellation of your subscription, we will keep your account’s data for a period of 90 days after the end of your subscription so that you can request it if needed. After this period of time, the data which you saved in your account will be deleted by us. We may keep some anonymized or pseudonymized information for benchmarking, research and improvement of the Services. You are welcome to opt out and have your data deleted in full by emailing privacy@humaans.io.

5 – Changes to the Services

5.1. We may from time to time update our prices or our Service offering. However, any price changes or changes to our plans will apply to you no earlier than 30 days following notice to you.

5.2. If we decide to discontinue to provide any or all of the Services you subscribed to, we will also inform you at least 30 days in advance so you can make appropriate arrangements to obtain alternative services. We are under no obligation to continue to provide the Services to you after this.

5.3 We reserves the right, at our sole discretion, to modify or replace any part of the Terms. It is your responsibility to check the Terms periodically for changes. Even if you do not explicitly indicate your agreement to these amended terms, your continued use of or access to the Services following the posting of any changes to the Terms constitutes acceptance of those changes. We may also, in the future, offer new services and/or features through the Services. Such new features and/or services will be subject to these terms and conditions.

6 – Confidentiality and intellectual property rights

6.1. We reserve all of the rights, title and interest in and to the Services or any content offered by us, including all of our intellectual property rights. Unless explicitly stated otherwise, we do not in any way convey any license on or under any intellectual property right relating to the Services, their compositions and/or applications, Humaans’s logos, marketing materials, website content, or any other information or documentation made available by us. You may not utilize data mining, robots, or similar data gathering and extraction tools to extract substantial content from the Services, and you may not extract or re-utilize parts of the content of our website or the Services without our express written consent. For the duration of your subscription to the Services, you will get a non-exclusive, non-transferable license to use the Services for your internal business purposes only.

6.2. You must keep in confidence any and all commercial, technical, business information and know-how that you acquire from us.

7 – Your personal data

7.1. We care about your privacy and are committed to protect the information you share with us. Our P rivacy Policy applies to all personal data you provide us with.

7.2. While we do our best to keep all personal data secure, you acknowledge that we cannot offer the Services entirely free from security vulnerabilities and you accept the risks associated thereto.

8 – Data protection

8.1. We warrant that we have in place appropriate technical and organisational measures against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure of or access to any Content that contains personal data (as that term is interpreted in accordance with the Data Protection Laws) (“Individual Information”) and adequate security measures to ensure that unauthorised persons will not have access to the Individual Information and that any persons we authorise to have access to (including but not limited to our employees) will respect and maintain the confidentiality and security of the Individual Information and from the GDPR Date shall ensure that such persons authorised by us to process personal data are subject to a binding written contractual obligation with us to keep the personal data confidential (except where disclosure is required in accordance with an applicable law).

8.2. You can review our Data Processing Addendum at https://humaans.io/data-processing.

9 – Communications from Humaans

9.1. By creating an account on our Service, you agree to subscribe to product update emails, newsletters, marketing materials and other promotional information we may send. However, you may opt out of receiving any, or all, of these marketing communications from us by following the unsubscribe link or instructions provided in any email we send. Please note that we may still send you transactional or administrative messages related to the Service even after you have opted out of receiving marketing communications.

10 – Availability

10.1. We use reasonable endeavors to maintain the availability of the Services close to 100% but we cannot guarantee 100% availability. In any case, any downtime caused directly or indirectly by any of the following events is not attributable to us : (i) any situation of force majeure (ii) a fault or failure of the internet or public telecommunications network, (iii) a fault or failure of your systems, or (iv) scheduled maintenance as notified to you.

11 – Use of the Services

11.1. The license to use the Services is granted to you. You, your employees or your agents may make use of the Services, but no one else. You may not sub-license your rights to access and use the Services, and you may not permit any unauthorized person to access the Services.

11.2. You may not use the Services in any way that causes, or may cause, damage to Humaans Software UK LTD or to the Services or which may impair the availability or accessibility of the Services. Evidently, you may also not use the Services in any way that is unlawful or in connection with any unlawful activities. You are also not allowed to conduct any load testing or penetration testing on the Services without our consent. You must not modify, adapt or hack the Services or modify another website so as to falsely imply that it is associated with the Services, Humaans Software UK LTD, or any other Humaans Software UK LTD services.

11.3. We reserve the right to restrict or suspend your access to the Services if you do not respect these terms and conditions or if you make unfair or unreasonable use of the Services.

12 – No professional or legal advice

12.1. The Services do not include any legal, regulatory, accounting, tax or other professional advice, and you will rely solely upon your own advisors with respect to such advice.

12.2. We don’t provide you or any user with professional advice regarding compliance, data privacy or other relevant applicable law in the jurisdictions in which you use the Services.

12.3. If you are provided through the Services with any professional information, it is for informational purposes only and should not be construed as professional advice; no action should be taken based upon any such information without first seeking independent professional advice.

12.4. You will be solely responsible for: (i) compliance with any and all applicable laws, rules, and regulations affecting your business; and (ii) any use you may make of the Services to assist in complying with any such laws, rules, or regulations.

12.5. You acknowledge that we don’t exercise any control over specific human resource practices implemented using the Services or as to decisions as to employment, promotion, advancement, termination, notification, or compensation of any employee or authorized user of the Services. We hereby disclaim all liability arising from your decisions and from harmful data or code uploaded to the Services.

13 – Liability

13.1. Our liability for any and all claims for damages arising out of or in connection with the Services or their use, shall be limited to the sum of your payment for the Services in the 12 months preceding the first incident out of which liability arose.

13.2. We shall only be liable for our willful misconduct and gross negligence, and only for those damages which are a direct and immediate result of the execution of the Services. In no event shall we be liable for any indirect damages (including but not limited to lost revenue, lost profits or other consequential or incidental damages).

14 – Indemnification

14.1. You agree to indemnify and hold harmless Humaans Software UK LTD, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys' fees, arising out of your use of the Services, including but not limited to your violation of these terms and conditions.

15 – Termination

15.1. We may terminate your subscription with immediate effect without the need of a court intervention and without having to pay any damages and without prejudice to any other remedy to which we are entitled under the applicable law, in any of the following events: (i) you file for bankruptcy or go bankrupt, cease payment, have initiated a liquidation, a judicial reorganization or similar procedure, and in case of any situation which would indicate your insolvency, (ii) you have committed repeated or serious breaches of your obligations arising from these terms and conditions.

15.2. Upon termination, all claims which we may have become automatically and immediately due and payable.

15.3. In case of termination, we will keep your account’s data for a period of 90 days as described in 4.2. However, if we have reason to believe that keeping your account’s data may have an adverse effect on us we may decide not to do so. In such a case, we shall reasonably assist you in obtaining such data as you require and deleting the data which you saved in your account.

16 – Miscellaneous

16.1. If any provision or provisions of these terms and conditions shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall remain in full force and effect.

16.2. These terms and conditions are governed by English law and the parties agree to submit to the exclusive jurisdiction of the English Courts.

16.3. If any of these terms are held by a court to be illegal, invalid or unenforceable, the rest of these Terms will remain in full force.

16.4. We will send you information relating to your account and the Services (e.g. payment authorizations, invoices, changes in password or Payment Method, notices) in electronic form only, for example via emails to your email address provided by you.

16.5. If you have any questions (or comments) concerning the Terms, you are welcome to send us an email to team@humaans.io.

16.6. You can review the latest version of the Terms at https://humaans.io/terms.