End User License Agreement

1. Who this is between

“We”, “us” and “Angie’s HR” mean Angie’s HR LLC, a Florida limited liability company.

“Client” means the company or organization that subscribes to the platform. “User” means any individual who signs in — an HR administrator, a manager, or an employee of the Client. “You” means whichever of these applies to you; where a term is specific to one, we say so.

“Platform” means the Angie’s HR software provided at app.angieshr.com and any mobile application we publish, together with the related services described in section 8.

“Client Data” means everything the Client and its Users put into the Platform, or that the Platform records for them — employee records, pay information, documents, time entries, and everything else.

2. Accepting this agreement

You accept this agreement by ticking the box presented when you create an account or first sign in, or by using the Platform if you have already been given access. If you are accepting on behalf of a Client, you confirm you are authorized to bind that Client.

If you do not agree, do not use the Platform. If your employer has given you an account and you do not agree to these terms, tell your employer — we cannot remove your record from a Client’s account on your instruction alone.

3. Your licence

For as long as the Client’s subscription is current and this agreement is in force, we grant the Client a non-exclusive, non-transferable, revocable right to access and use the Platform for its own internal human-resources purposes, and we grant each User the right to access and use it in the role assigned to them by the Client.

The Platform is hosted software. Nothing is sold or assigned to you, no copy is delivered to you, and we keep all rights in the Platform, including all intellectual property, that are not expressly granted here.

4. What you may not do

• Copy, modify, translate or create derivative works of the Platform.
• Reverse engineer, decompile or disassemble it, or try to derive its source code, except to the extent that restriction is unenforceable by law.
• Resell, sublicense, rent, or provide the Platform as a service to anyone else.
• Share account credentials, or let anyone use an account other than the individual it belongs to.
• Access, or try to access, records you have not been granted permission to see — including other employees’ records and other Clients’ data.
• Scrape, bulk-extract, probe or load-test the Platform, or use it to build a competing product.
• Upload malware, or anything unlawful, infringing, or that you have no right to put there.
• Interfere with the Platform’s operation, security controls or availability.

We may suspend an account immediately if we reasonably believe it is being used in breach of this section, and will tell the Client when we do.

5. Accounts and security

You are responsible for keeping your sign-in credentials confidential and for everything done through your account. Tell us promptly if you believe an account has been compromised.

The Client decides who gets an account and what each person can see, through the permission settings in the Platform. The Client is responsible for those choices. We will act on the Client’s configuration as given; we do not police it.

6. Client Data

It is yours. As between us and the Client, the Client owns all Client Data. We claim no ownership of it.

What we do with it. We use Client Data only to provide, secure, support and improve the Platform for that Client, and as this agreement or our Privacy Policy describes. We do not sell it. We do not use it to advertise to anyone.

Your responsibilities as Client. The Client is responsible for the accuracy and lawfulness of the Client Data it puts in, for having the right to provide employee personal information to us, and for giving its employees whatever notices and choices the law requires — including in relation to the location recording described in the Privacy Policy. You are the employer; we are your service provider.

Confidential and sensitive information. The Platform is built to hold employee records including Social Security numbers, dates of birth, home addresses, pay, and identity documents collected for Form I-9. Both of us will treat that information as confidential. Section 12 describes what we do to protect it, and what we do not promise.

7. Fees, billing and cancellation

Subscription fees are the monthly amounts agreed with the Client, based on the plan and headcount, and are billed monthly in advance by invoice. One-time implementation fees, and any white-glove or consulting work, are billed as separately agreed.

Payment is due on the terms shown on the invoice. Card payments are processed by Stripe; we never see or store full card numbers.

Cancellation. Subscriptions are month to month. The Client may cancel at any time. Access continues to the end of the paid month, and fees already paid are not refunded. There is no long-term commitment and no cancellation fee.

Non-payment. If an invoice is unpaid we may suspend access after giving reasonable notice, and terminate if it stays unpaid.

Price changes. We may change fees on 30 days’ written notice, effective from the Client’s next monthly period. If the Client does not accept a change, it may cancel before the new price takes effect.

8. Implementation and consulting services

Implementation, configuration, data migration, training, and white-glove or advisory work are professional services, not part of the software licence. They are delivered as separately scoped and quoted. Deliverables from that work belong to the Client on payment, except for our own methods, templates and know-how, which stay ours.

9. Third-party services

The Platform relies on third parties to operate — hosting and database, payment processing, and email delivery — and can optionally connect to QuickBooks Online if the Client chooses to enable it. Those services are listed in our Privacy Policy.

Where the Client connects a third-party account, that connection is governed by the Client’s agreement with that provider, and we are not responsible for what that provider does or for its availability.

10. Availability and support

We will make commercially reasonable efforts to keep the Platform available, and we provide support during normal business hours through the Help option in the Platform and by email.

We do not guarantee a level of uptime or a response time. The Platform may be unavailable for maintenance, for problems at our hosting or infrastructure providers, or for reasons outside our control. We aim to give advance notice of planned maintenance where practical.

11. Term, termination and getting your data back

This agreement runs for as long as the Client has an account. Either party may terminate on notice; the Client’s notice is the cancellation described in section 7. We may terminate immediately for material breach that is not fixed within 15 days of notice, or immediately for the conduct described in section 4.

After termination, the Client has 90 days to export its Client Data using the export features in the Platform, or by asking us. After that period we delete Client Data from active systems, and it is removed from routine backups in the ordinary course. We may keep records we are required by law to keep, and anonymous or aggregated information that does not identify anyone.

12. Security — what we do and what we don’t promise

We take reasonable and appropriate measures to protect Client Data. These include encryption in transit, encryption at rest at the storage layer provided by our hosting provider, database-level access rules that restrict each Client’s records to that Client, role-based permissions set by the Client, and optional two-factor authentication.

No system is completely secure, and we do not warrant that the Platform cannot be breached. If we become aware of a security incident affecting Client Data, we will notify the affected Client without undue delay and give the information we reasonably have so the Client can meet its own obligations.

13. Disclaimer of warranties

Except as expressly stated in this agreement, the Platform is provided “as is” and “as available”, and we disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, to the fullest extent the law allows.

We are not your lawyer or your accountant. The Platform helps you record and organise HR information. It does not give legal, tax, payroll or compliance advice, and the presence of a feature — including anything relating to Form I-9, EEOC reporting, or federal or state reporting — is not advice that your use of it satisfies any legal obligation. You are responsible for your own compliance, and should take professional advice on it.

14. Limitation of liability

To the fullest extent the law allows, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if told such damages were possible.

Our total liability arising out of or relating to this agreement, for all claims combined, will not exceed the amount the Client paid us in the 12 months before the event giving rise to the claim.

These limits do not apply to a party’s liability for fraud, willful misconduct, or anything else that cannot be limited by law. Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

15. Indemnity

The Client will defend and indemnify us against third-party claims arising from Client Data, from the Client’s use of the Platform in breach of this agreement, or from the Client’s failure to give its employees the notices or obtain the consents the law requires.

We will defend and indemnify the Client against third-party claims that the Platform, used as permitted here, infringes that party’s intellectual property rights.

16. Changes

To the Platform. We may add, change or remove features. We will not make a change that materially reduces core functionality the Client relies on without reasonable notice.

To this agreement. We may update these terms. If a change is material we will give at least 30 days’ notice by email to the Client’s administrators or by notice in the Platform, and it takes effect at the start of the next monthly period after that notice. Continuing to use the Platform after a change takes effect means you accept it. The date at the top shows when this was last updated.

17. Governing law and dispute resolution

This agreement is governed by the laws of the State of Florida, without regard to its conflict-of-laws rules.

Arbitration. Any dispute arising out of or relating to this agreement or the Platform will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Pinellas County, Florida. Judgment on the award may be entered in any court with jurisdiction.

Exceptions. Either party may bring a claim in small claims court if it qualifies, and either party may seek injunctive relief in court to protect intellectual property or confidential information.

No class actions. Disputes will be arbitrated individually. Neither party may bring a claim as a plaintiff or class member in a class or representative proceeding.

18. General

Assignment. Neither party may assign this agreement without the other’s written consent, except that either may assign it to a successor in a merger or sale of substantially all its assets.

Notices. Notices to us go to the address in section 19. Notices to a Client go to the administrator email addresses on the account.

Severability. If any provision is held unenforceable, the rest stays in force.

No waiver. Not enforcing a provision on one occasion does not waive it.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.

Entire agreement. This agreement, with our Privacy Policy and any signed order or statement of work, is the whole agreement between us about the Platform, and replaces earlier discussions about it. Where a signed agreement with a Client conflicts with these terms, the signed agreement governs.

19. Contact

Angie’s HR LLC — Florida, United States
Questions about this agreement: info@angieshr.com