Terms of Use- General
User Terms and Conditions
Thank you for using the website, applications and services offered by HCMatrix.
To be eligible to use any of our Services, you must review and accept the terms set forth in this Customer Terms of Service Agreement (this “Agreement”) by executing or accepting the applicable ordering documents (including any online forms provisioning or requesting HCMatrix Services) issued by HCMatrix the Services to be provided under this Agreement (“Order Forms”).
Your authorization to access and use HCMatrix is conditioned on your acceptance of and compliance with the terms of this Agreement.
You acknowledge that “No term in any order or other document entered into between the Customer and HCMatrix will modify this Agreement unless pre-authorized in writing by HCMatrix”.
PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY ACCEPTING THIS AGREEMENT OR USING ANY OF THE HCMATRIX’S SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
Your account registration is an acknowledgement that you can electronically receive, download, and print this Agreement and consent to do business electronically.
This Agreement applies to all customers, including, as applicable, paid subscribers, prospective subscribers accessing the Services for evaluation purposes and current and prospective subscribers’ Users, Account Administrators, Authorized Representatives and any other persons authorized to act on behalf of an entity or other organization with respect to the HCMatrix Services (collectively, “Customers”).
Customer may authorize or permit its affiliates to access the Services by entering into an Order Form, establishing Accounts or otherwise through Customer’s Account, subject to compliance with applicable restrictions in the Agreement, at law and as otherwise communicated by HCMatrix, and this Agreement will apply as if such affiliate were a party to this Agreement and references herein to “you” or “Customer” shall also refer to such affiliate of Customer.
If you are registering for an account or using the HCMatrix Services on behalf of an entity or other organization, references to “you” are to such entity or organization and you are accepting this Agreement for that entity or organization and representing to HCMatrix that you have the authority to bind that entity or organization to this Agreement (the term “Customer” will also refer to that entity or organization).
1. Provision of HCMatrix Services
HCMatrix Services
HCMatrix makes the HCMatrix Services available pursuant to this Agreement and any applicable Order Form, the HCMatrix User Privacy Notice available at www.hcmatrix.com/privacypolicy the HCMatrix Data Processing Addendum available at https://app.hcmatrix.com/datapolicy, applicable Additional Terms and any supplemental policies or terms referenced herein or which HCMatrix may present to you for review and acceptance at the time you subscribe to the applicable HCMatrix Service (collectively, “Supplemental Terms”), all of which are hereby incorporated into and form a part of this Agreement.
In the event of conflict between the provisions of this Agreement and any Supplemental Terms, the Supplemental Terms will control to the extent of such conflict. “HCMatrix Services” includes current and future human resource services, software, related offerings, and any improvements, updates, or fixes provided by HCMatrix. and made generally available to Customers.
HCMatrix Content.
HCMatrix may make certain functionality available through the HCMatrix Services, including
(i) employee onboarding and offboarding services,
(ii) sample agreements, policies and other documents (“Templates”),
(iii) a platform that third parties may use to develop and provide applications, services, websites or software that complement your use of the HCMatrix Services (each, a “Third Party Product”), and
(iv) other workplace features, as may be developed by HCMatrix from time to time, such as a talent directory and paid-time off tracking.
You acknowledge that Templates and other materials made available by HCMatrix through the HCMatrix Services constitute “HCMatrix Content” and are incorporated into the HCMatrix Services. HCMatrix may expressly permit you to modify or edit certain Templates, which, once modified, become “Modified Content”. HCMatrix grants Customer a limited, revocable, non-sublicensable, non-transferable license to use, reproduce, copy, and distribute HCMatrix Content contained within the Modified Content, solely for Customer’s internal business purposes, subject to Customer’s compliance with the terms of this Agreement, including payment terms herein.
Beta Services
From time to time, HCMatrix may make available certain products or features of Service to you for evaluation, testing and feedback that are not generally available and that are designated or presented to you and Users as alpha, beta, experimental, pilot, proof of concept, limited release, in development, developer preview, early access, non-production, evaluation, or the like such that it is provided prior to general commercial release (the “Beta Services”).
If you decide to access or use Beta Services, you acknowledge and agree that
(i) HCMatrix is granting you a limited, revocable, non-exclusive, non-transferable license to use the Beta Services for a period not tied to your Subscription Term that HCMatrix may in its sole discretion terminate at any time and for any or no reason without any notice to you;
(ii) any Supplemental Terms governing the Beta Services may be updated without notice to you, including upon conversion of the Beta Services to generally available HCMatrix Services;
(iii) you will provide reasonable cooperation and prompt Feedback to HCMatrix in connection with your use of the Beta Services and any withdrawal of consent for such communications may result in immediate termination of access to Beta Services; and
(iv) Beta Services may contain errors, design flaws or other defects and notwithstanding anything to the contrary in this Agreement or any service level agreement or other addendum issued in connection herewith, the Beta Services are provided on an “as-is” and “where-is” basis with no warranty of any kind whether express or implied and without any liability to HCMatrix for performance, speed, functionality, data backup, availability, or damage to any equipment, software, information or data.
No Professional Advice
You acknowledge that HCMatrix is not a lawyer, accountant, or other professional services provider, and accordingly, does not provide legal, financial, benefits, tax, IT, compliance, or other professional advice. Any information provided by the HCMatrix Services is intended for your general use only, including with respect to any Templates available within the platform, and does not constitute legal or other professional advice. You understand that you are responsible for any actions taken based upon information received from HCMatrix, and where professional advice is needed, that you should seek independent professional advice from a person who is licensed or qualified in the applicable area.
Limitations and Liability
The HCMatrix Services may only be accessed and used by individual personnel or representatives of Customer (“Users”) who are
(i) at least eighteen (18) years of age in territories subject to the GDPR and NGDPR,
(ii) authorized by Customer to use the HCMatrix Services, and
(iii) otherwise not barred from using the HCMatrix Services under applicable law. You acknowledge and agree that you are liable for all actions and omissions of any User or other individual that you allow to access the HCMatrix Services, and responsible for ensuring that such individual’s use of the HCMatrix Services complies with the terms of this Agreement and the User Terms of Service Agreement.
Managed Services.
If specified on Customer’s Order Form, HCMatrix will provide purchased managed services (e.g., managed implementation) to Customer (“Managed Services”) in accordance with the timeline and key milestones established by HCMatrix based on Customer’s requirements. Customer will provide reasonable and timely cooperation in connection with HCMatrix’s provision of Managed Services, and HCMatrix will not be liable for any delay, costs, or other adverse conditions to the extent caused by Customer’s failure to provide HCMatrix with any information, materials, reviews, confirmations, consents, or access to Customer facilities, networks or systems requested by or reasonably required for HCMatrix to perform the Managed Services. If Customer does not perform its obligations with respect to the Managed Services, HCMatrix’s obligation to perform the Managed Services may be suspended and additional fees, delay or other adverse conditions may result.
2. Customer Responsibilities.
By selecting an “I Accept” button or checkbox,
(i) You consent to conduct business electronically with respect to the transaction contemplated by the document and that you are authorized to enter into the relevant agreement and be bound by its terms.
(ii) You further agree that no certification authority or other third-party verification is necessary to validate your choices, and that the lack of such certification or third-party verification will not in any way affect the enforceability of any resulting agreement.
(iii) You also consent that you are at least eighteen (18) years of age in territories subject to the GDPR and NGDPR.
(iv) You agree that HCMatrix may electronically deliver Service-related documents and/or disclosures to you, which may include wage, tax and health insurance notices, as applicable.
Document Retention.
Unless otherwise specified HCMatrix is not responsible for determining how long any contracts, documents, and other records are required to be retained or stored under any applicable laws, regulations, or legal or administrative agency processes.
Accuracy of Customer Information.
All Services will be based upon information provided to HCMatrix by you, including through your employees, contractors, Authorized Representatives or other representatives, or by third-party services from which you may elect to import your information (including proof of applicable tax identification numbers, payroll information, benefit information and insurance information, leave policies and other employment practices) (“User Representations”). You must review all User Representations when made and from time to time to ensure such information is accurate, complete, and timely.
You acknowledge that HCMatrix is entitled to rely conclusively on all User Representations and that HCMatrix does not have any obligation to independently verify, correct, update or otherwise ensure the accuracy or quality of the User Representations.
You further acknowledge that HCMatrix bears no responsibility and shall not have any liability for errors, omissions, penalties, fines, missed payments, judgments, incorrect coverage, or any other losses incurred that result from inaccurate, incomplete, or untimely User Representations.
Customer is responsible for reviewing any reports, filings, information, documents or materials (collectively, the “Materials”) made available to Customer by HCMatrix for Customer’s review, and Customer must notify HCMatrix of any inaccuracies in the Materials as soon as possible, or within the time specified in communications received from HCMatrix.
Authorizations for Third Party Products.
To connect the HCMatrix Services with Third Party Products, you authorize HCMatrix to, as applicable:
(1) store relevant Information,
(2) access the relevant service using the Account Information you provide HCMatrix,
(3) gather and export from such Third Party Product any data or other information reasonably necessary to provide related HCMatrix Services to you, such as Customer’s payroll information, bank account information, Customer’s personnel’s bank account information, and any additional information, such as the personal information of Customer’s personnel or representatives, requested by such Third Party Product that Customer has provided or made available to HCMatrix in connection with the HCMatrix Services.
You are solely responsible for
(1) ensuring that any Third-Party Product accounts are accurately and properly provisioned for or matched to your Account,
(2) ensuring the termination or deprovisioning of any Third-Party Product accounts for Users who should not have access to such Third-Party Product accounts or your HCMatrix Account (e.g., due to termination of their employment or engagement), and
(3) otherwise following all instructions provided by HCMatrix in connection with matching, deprovisioning, termination or other management of your HCMatrix Accounts in relation to Third Party Products.
Any authorization to access or use the Services extends only to HCMatrix Services for which Customer has subscribed and remains in good standing, and for which User conduct is in conformance with these terms and any applicable Additional Terms.
You will not (nor will you permit any User or third party to): reverse engineer, decompile, disassemble or otherwise create, attempt to create or derive the source code underlying the HCMatrix’s Services; transfer, resell, lease, license, or assign HCMatrix Services or otherwise offer the HCMatrix Services on a standalone basis, or permit any third party to access the HCMatrix Services, without express permission from HCMatrix;
use or access the Services for any purpose other than Customer’s bona fide internal business purposes; use or access the Services
(1) to build, maintain or improve or while developing, maintaining or improving a similar or competitive product or service,
(2) for third party research purposes, or
(3) for the purpose of obtaining unauthorized access to the Services or any data therefrom; share any of your Credentials with any other person, or allow any other person to use your Credentials to access the Services;
use Credentials or make your Account available to connect to Third Party Products through means not provided or approved by HCMatrix; develop, support or use software, devices, scripts, or any other means or processes (including crawlers, browser plugins and add-ons or any other technology) to scrape the HCMatrix Services or otherwise copy profiles and other data from the HCMatrix Services in order to enable, use, or build a similar or competitive product or service; tamper with the security of HCMatrix’s systems or tamper with other customer accounts.
3. Prohibited Activities
You agree not to:
(i) Copy, modify, distribute, or disclose any part of the Services in any medium.
(ii) Use any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Services.
(iii) Attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Services.
(iv) Use the Services for any commercial purposes without prior written consent from HCMatrix.
(v) Upload invalid data, viruses, worms, or other software agents through the Services.
(vi) Collect or harvest any personally identifiable information, including account names, from the Services.
(vii) Use the Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services.
4. Payment and Subscription
Fees
Some parts of the Services may be provided for a fee or on a subscription basis. You agree to pay all applicable fees as described on HCMatrix.
Billing
You must provide accurate billing information and update such information to keep it accurate, current, and complete. You authorize HCMatrix to charge your provided payment method for the Services.
Cancellation
You may cancel your subscription at any time. Upon cancellation, you will not receive a refund for any unused portion of your subscription term, except where required by applicable law.
5. Termination
Termination by You
You may terminate your account at any time by following the instructions provided on the product.
Termination by HCMatrix
We may terminate or suspend your account and access to the Services immediately, without prior notice or liability, for any reason, including if you breach these Terms.
6. Limitation of Liability
To the fullest extent permitted by applicable law, in no event shall HCMatrix, its affiliates, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from:
(i) Your use or inability to use the Services;
(ii) Any unauthorized access to or use of our servers and/or any personal information stored therein;
(iii) Any interruption or cessation of transmission to or from the Services;
(iv) Any bugs, viruses, trojan horses, or the like that may be transmitted to or through our Services by any third party;
(v) Any errors or omissions in any content or for any loss or damage incurred because of your use of any content posted, emailed, transmitted, or otherwise made available through the Services.
7. Governing Law
These Terms shall be governed and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law provisions.
Any dispute, controversy, or claim arising out of or relating to this contract, including any question regarding its existence, validity, or termination, shall be settled by arbitration in accordance with the Arbitration and Mediation Act, 2023 and the rules of the Nigerian Institute of Chartered Arbitrators (NICArb) in force at the time of the Notice of Arbitration. The arbitration shall be conducted in [Lagos State, Nigeria]. The number of arbitrators shall be three. The language of the arbitration shall be English. Any award rendered by the arbitrators shall be final and binding upon the parties.
8. Changes to These Terms
We reserve the right to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms.
9. Contact Us
If you have any questions about these Terms, please contact us:
Email: info@hcmatrix.com
Address: Nigeria Office – 17 Charles Ifeanyi str, Lekki Phase 1, Nigeria.
By accepting this Agreement or using HCMatrix Services, you agree to abide by the terms outlined here. Thank you for trusting us with your HR solutions.