Terms of Service

Acceptance of these terms

These Terms of Service (“Terms”) govern your access to and use of Talentist (the “Service”), operated by Zenith Technology LLC (“Zenith,” “we,” “us” or “our”). By accessing or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of an organization, you represent that you are authorized to bind that organization.

The Service

Talentist is a software platform that helps employers onboard employees and calculate compensation based on a configurable pay structure and stipend rules. The Service provides tools to assist with these tasks; it does not provide legal, tax, accounting or employment advice, and final compensation and employment decisions remain the responsibility of the customer.

Accounts & access

Administrators are responsible for maintaining the confidentiality of their credentials and for all activity that occurs under their accounts. You agree to use authentication features as intended and to notify us promptly of any unauthorized access or suspected security incident.

Customer responsibilities

• You are responsible for the accuracy and lawfulness of the data you submit to the Service;
• You must have the necessary rights and, where required, consent to provide employee information and to invite employees to onboard;
• You are responsible for configuring pay structures, stipends and rules, and for reviewing and finalizing any calculated values before relying on them; and
• You must comply with applicable employment, privacy and other laws in your use of the Service.

Acceptable use

You agree not to misuse the Service. You will not, and will not permit others to: access the Service without authorization; interfere with or disrupt its integrity or performance; attempt to reverse engineer it except as permitted by law; upload malicious code; or use the Service to send unlawful, deceptive or unsolicited communications.

Customer data

As between the parties, you retain ownership of the data you submit to the Service (“Customer Data”). You grant Zenith a limited license to host, process and use Customer Data solely to provide and improve the Service and as described in our Privacy Policy. We will handle personal information in accordance with that Policy.

Intellectual property

The Service, including its software, design and content (excluding Customer Data), is owned by Zenith and protected by intellectual property laws. These Terms do not grant you any right, title or interest in the Service other than the limited right to use it as permitted here.

Fees

Where the Service is provided under a paid plan, fees, billing terms and any applicable order details are set out in a separate agreement or order between you and Zenith. Unless otherwise stated, fees are non-refundable except as required by law.

Disclaimers

The Service is provided “as is” and “as available,” without warranties of any kind, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Service will be uninterrupted or error-free, or that any calculation or output will meet your specific legal or business requirements. You are responsible for verifying outputs before use.

Limitation of liability

To the maximum extent permitted by law, Zenith and its affiliates will not be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, data or goodwill, arising out of or related to the Service. Our total liability for any claim relating to the Service will not exceed the amounts you paid to Zenith for the Service in the twelve months preceding the event giving rise to the claim.

Indemnification

You agree to indemnify and hold harmless Zenith and its affiliates from claims, damages and expenses (including reasonable legal fees) arising from your Customer Data, your use of the Service, or your breach of these Terms or applicable law.

Term & termination

These Terms apply while you use the Service. We may suspend or terminate access if you breach these Terms or if necessary to protect the Service or other users. Upon termination, your right to use the Service ends; provisions that by their nature should survive (including ownership, disclaimers, limitations of liability and indemnification) will survive.

Governing law

These Terms are governed by the laws of the State of New Jersey, United States, without regard to its conflict-of-laws rules. The courts located in New Jersey will have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service, subject to any applicable mandatory law.

Changes to these Terms

We may update these Terms from time to time. When we do, we will revise the “Last updated” date above. Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

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