1. Definitions

• "Platform" means the KollabHR software-as-a-service product, including the HR Portal, Member Portal, Employee App (when available), the Slack integration, and any related services.
• "Customer" means the organization that has purchased a KollabHR subscription.
• "User" means any individual who accesses the Platform, including HR administrators, managers, and employees. Each User agrees to these Terms individually upon account access.
• "Admin" means a User with administrative access to the HR Portal on behalf of the Customer.
• "Customer Data" means any data, content, or information submitted to the Platform by the Customer or its Users.
• "Subscription" means the Customer’s paid or trial access to the Platform under the selected plan.
• "Paddle" means Paddle.com Market Limited, the authorized reseller and Merchant of Record for all KollabHR subscriptions.

2. Acceptance of Terms

By registering for an account, clicking "I agree," or otherwise accessing or using the Platform, each User individually confirms that:

• They have read, understood, and agree to be bound by these Terms.
• If accessing the Platform as an employee invited by a Customer, they accept these Terms on their own behalf, not on behalf of their employer.
• They are at least 18 years of age.

If you do not agree to these Terms, you must not access or use the Platform.

3. Platform and Services

3.1 Description

KollabHR provides a cloud-based HR management platform for small and mid-sized teams. The Platform includes:

• HR Portal — for Admins to manage employee records, leave, assets, departments, and access controls.
• Member Portal — for employees to view their information, request changes, manage leaves, and access assigned assets.
• Employee App — a mobile application for employee self-service, currently in development. When available, the Employee App will be governed by these Terms.
• Slack Integration — an optional connection that enables KollabHR to send HR reminders and notifications to Users via Slack.

3.2 Feature-Based Plans

KollabHR offers feature-based subscription plans with no seat limits and no overage charges. Customers are prompted to upgrade their plan if they require features available in a higher tier. Details of current plans are available on the KollabHR pricing page.

3.3 Self-Serve

KollabHR is a self-serve platform. No implementation or professional services are included in the Subscription unless separately agreed in writing.

3.4 Third-Party Services — Slack

The Platform integrates with Slack to deliver HR reminders and notifications. When the Slack integration is enabled:

• KollabHR stores a Slack bot token and workspace ID to maintain the connection.
• Individual Users who connect their KollabHR account to Slack will have their Slack User ID stored and linked to their KollabHR profile.
• KollabHR uses the Slack API to route notifications to connected Users. Only Slack User IDs of Users who have explicitly connected their accounts are stored.
• KollabHR does not read, store, or process Slack messages or channel content.

Customers can disconnect the Slack integration at any time. Upon disconnection, all stored Slack tokens and User IDs are deleted. Slack’s handling of data within their platform is governed by Slack’s Privacy Policy at slack.com/privacy-policy.

3.5 Other Third-Party Services

The Platform may in future integrate with or link to other third-party services. KollabHR is not responsible for the availability, accuracy, or data handling of any third-party service. Use of third-party services is governed by their own terms and privacy policies.

3.6 Beta and Upcoming Features

Certain features may be released as beta or early-access. Beta features are provided as-is without service level guarantees and may be modified or discontinued at any time. The Employee App is currently in development and will be subject to these Terms upon release.

3.7 Feature Changes

We may add, modify, or remove Platform features at any time. We will provide reasonable notice for material changes that affect existing functionality.

4. Accounts and Access

4.1 Account Registration

To use the Platform, Users must register with accurate and complete information. Each User is responsible for maintaining the accuracy of their account details.

4.2 Individual Responsibility

Each User is individually responsible for:

• All activity that occurs under their account.
• Maintaining the confidentiality of their login credentials.
• Notifying KollabHR promptly at admin@koverhoop.com of any unauthorized access or security breach.

4.3 Admin Responsibilities

Admins are additionally responsible for managing access for Users within their organization, including provisioning and revoking access as appropriate.

4.4 Employee Access

When an Admin invites employees to access the Member Portal, the Customer represents that it has obtained any necessary consents from those employees to process their information on the Platform. Each invited employee must individually accept these Terms upon first access.

5. Subscriptions and Billing

5.1 Subscription Plans

KollabHR offers monthly, feature-based subscription plans with no seat limits. Plan details and current pricing are available at the KollabHR pricing page, which may be updated from time to time.

5.2 Free Trial

Important: KollabHR offers a free trial period for new Customers. At the end of the trial, your subscription will automatically convert to a paid plan and your payment method will be charged unless you cancel before the trial period ends. You will receive a reminder before your trial expires. To avoid being charged, you must cancel your subscription before the trial end date through your account settings.

5.3 Payment Processing

All payments are processed by Paddle.com Market Limited ("Paddle"), who acts as the Merchant of Record for all KollabHR subscriptions. By completing a purchase, you also agree to Paddle’s terms and conditions and privacy policy, available at paddle.com.

5.4 Billing Cycle

Subscriptions are billed monthly in advance. All fees are non-refundable except as set out in our Refund Policy or as required by applicable law.

5.5 Plan Upgrades

Customers may upgrade their plan at any time. KollabHR does not charge overage fees. Customers will be prompted to upgrade if they require features available in a higher tier.

5.6 Non-Payment and Suspension

If payment is not received by the due date, KollabHR will provide 7 days written notice before suspending employee User accounts. Admin accounts will remain active during the suspension period to allow the Customer to resolve payment. If payment remains outstanding after 90 days from the date of suspension, KollabHR may permanently delete all Customer Data. KollabHR will provide reasonable written notice before any data deletion.

5.7 Taxes

Fees are exclusive of applicable taxes unless stated otherwise. The Customer is responsible for all applicable taxes, duties, or levies arising from use of the Platform.

6. Refunds

All subscription fees are non-refundable except as set out in our Refund Policy, available at [kollabhr.com/refund-policy], or as required by applicable law. Nothing in this section limits any statutory rights you may have under applicable law in Quebec or elsewhere.

7. Customer Data

7.1 Ownership

The Customer retains full ownership of all Customer Data submitted to the Platform. KollabHR does not claim any ownership over Customer Data.

7.2 License to Process

By using the Platform, the Customer grants KollabHR a limited, non-exclusive license to access, store, and process Customer Data solely for the purpose of delivering the Platform and related services.

7.3 Data Accuracy

The Customer and its Users are responsible for the accuracy, quality, and legality of Customer Data and the means by which it was collected.

7.4 Post-Cancellation Export Window

Upon cancellation or expiry of a Subscription, the Customer will have 90 days to export their data. After this period, KollabHR may permanently delete all Customer Data from its systems. Customers are encouraged to export their data before or promptly after cancellation.

7.5 Privacy

KollabHR’s collection and use of personal information is governed by our Privacy Policy, available at [kollabhr.com/privacy]. The Privacy Policy is incorporated into these Terms by reference.

8. Acceptable Use

Users agree not to use the Platform to:

• Violate any applicable law or regulation.
• Store or process data beyond the Platform’s intended HR management purpose.
• Resell, sublicense, or provide unauthorized third-party access to the Platform.
• Attempt to gain unauthorized access to any part of the Platform or its infrastructure.
• Scrape, harvest, or extract data from the Platform by automated means.
• Transmit content that is harmful, offensive, or violates the rights of others.
• Interfere with or disrupt the integrity or performance of the Platform.

KollabHR reserves the right to suspend or terminate access for any User found to be in breach of this section.

9. Intellectual Property

9.1 KollabHR IP

The Platform, including all software, UI, design, code, trademarks, and brand assets, is owned by Koverhoop Technologies Inc. and protected by applicable intellectual property laws. Nothing in these Terms transfers ownership of KollabHR intellectual property to any User or Customer.

9.2 Feedback

If any User provides feedback, suggestions, or ideas regarding the Platform, KollabHR may use such feedback freely without obligation or compensation.

10. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

11. Warranties and Disclaimers

11.1 Platform Warranty

KollabHR warrants that it will provide the Platform with reasonable care and skill and in accordance with its documentation.

11.2 Disclaimer

Except as expressly stated in these Terms, the Platform is provided "as is" and "as available" without warranties of any kind, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, accuracy, or non-infringement. Koverhoop makes no warranty that the Platform will be uninterrupted, error-free, secure, or free of harmful components.

Koverhoop does not warrant the accuracy, completeness, or reliability of any information delivered through the Platform, including information sourced from third-party services. Your use of the Platform and reliance on any information it provides is entirely at your own risk.

12. Limitation of Liability

To the maximum extent permitted by applicable law, Koverhoop Technologies Inc. shall not be liable for any loss, damage, or claim of any kind arising out of or in connection with the use of the KollabHR Platform or these Terms.

While we strive to keep the Platform accurate and up-to-date, some functionality relies on third-party data, services, and integrations. Koverhoop is not liable for any loss, direct or indirect, arising from reliance on such third-party information or from issues related to the functionality of the Platform or any connected service.

Without limiting the foregoing, Koverhoop is not liable for:

• Any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, or business interruption.
• Any damage or loss resulting from unauthorized access to or alteration of your data.
• Any errors, inaccuracies, or omissions in third-party data or content delivered through the Platform.
• Any interruption, suspension, or termination of the Platform or any third-party service it relies on.
• Any loss arising from your reliance on information provided through the Platform.
• Any matter beyond Koverhoop’s reasonable control.

To the extent any liability cannot be fully excluded by law, Koverhoop’s total cumulative liability shall be limited to the minimum extent permitted by applicable law.

Nothing in these Terms excludes liability for fraud or any other liability that cannot be excluded under the laws of Quebec or applicable Canadian law.

13. Indemnification

Each User agrees to indemnify, defend, and hold harmless Koverhoop Technologies Inc. and its officers, directors, employees, and agents from and against any claims, damages, losses, or expenses (including reasonable legal fees) arising out of or relating to:

• Their use of the Platform in violation of these Terms.
• Customer Data they submit to the Platform.
• Any breach of applicable laws or third-party rights.

14. Term and Termination

14.1 Term

These Terms commence when a User first accesses the Platform and continue for as long as they maintain an active account.

14.2 Cancellation by Customer

The Customer may cancel their Subscription at any time through their account settings. Cancellation takes effect at the end of the current billing period. A 90-day data export window follows cancellation as described in Section 7.4.

14.3 Termination by KollabHR

KollabHR may suspend or terminate access immediately if:

• A User breaches these Terms and fails to remedy the breach within 14 days of written notice.
• A User engages in conduct that poses a risk to the Platform, other users, or third parties.
• Required to do so by law or court order.

14.4 Effect of Termination

Upon termination, the User’s right to access the Platform ceases. Sections relating to intellectual property, confidentiality, limitation of liability, indemnification, and governing law survive termination.

15. Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms or the Platform, the parties agree to first attempt resolution through good-faith negotiations for at least 30 days from written notice of the dispute.

If unresolved, either party may submit the matter to the Superior Court of Quebec, which shall have exclusive jurisdiction. Both parties consent to the jurisdiction of such courts.

16. Governing Law

These Terms are governed by and construed in accordance with the laws of the Province of Quebec and applicable federal laws of Canada, including the Civil Code of Quebec, without regard to conflict of law principles.

17. Language

These Terms are drafted in English. A French version is available at [kollabhr.com/terms-fr] and shall be provided upon request, in accordance with the Charter of the French Language (Bill 96). In the event of any inconsistency between the English and French versions, the French version shall prevail for Users based in Quebec.

18. Changes to Terms

KollabHR reserves the right to update these Terms at any time. For material changes, we will provide at least 30 days written notice via email to the registered account holder. Continued use of the Platform after the effective date of any changes constitutes acceptance of the updated Terms.

19. General Provisions

19.1 Entire Agreement

These Terms, together with the Privacy Policy and Refund Policy, constitute the entire agreement between the parties regarding the Platform.

19.2 Severability

If any provision of these Terms is found to be unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will continue in full force.

19.3 Waiver

Failure by either party to enforce any provision shall not constitute a waiver of the right to enforce it in the future.

19.4 Assignment

Users may not assign or transfer these Terms without KollabHR’s prior written consent. KollabHR may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.

19.5 Notices

All formal notices under these Terms must be in writing. Notices to KollabHR should be sent to admin@koverhoop.com.

19.6 Force Majeure

Neither party shall be liable for delays or failures resulting from causes beyond their reasonable control, including acts of God, natural disasters, war, or internet outages.

20. Contact

For questions about these Terms, please contact:

Koverhoop Technologies Inc. — admin@koverhoop.com

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