Terms of Service
Opensoft Pte. Ltd. provides the information and services on its World Wide Web site(s) under the following terms and conditions. Through access and use of the website and/or Cloud Services, you indicate that you have read, understood and accept the terms and conditions set by us. These terms have the same force and effect as an agreement in writing.
From time to time, we may notify you of updates or modifications to or new versions of the Terms of Service and your usage of the updated or new versions of the Service, or your continued use of the Service and/or access to the Site confirms your acceptance of the new or updated Service, Site and these Terms. Your failure to accept such revisions, updates or modifications may entitle Opensoft to terminate the Service, your Subscription (as defined below) or your access to the Site.
It is your responsibility to periodically check the Site for any amendments to these Terms.
1.1. “OpensoftHR” means the software applications owned or licensed by Opensoft and make available to the Customer for download as part of the Cloud Services for purposes of accessing and using the hosted OpensoftHR and related documentation and all modifications and/or enhancements via a web browser or other device owned or controlled by you for your internal business use. OpensoftHR intellectual property, and all derivative works thereof, do not fall within the meaning of the term “OpensoftHR”;
1.2.“Auto Renewal” is the process by which the service renews automatically for the same term selected upon initial payment;
1.3.“Cloud Services” means, collectively, the Opensoft cloud services where OpensoftHR is hosted. Opensoft will use commercially reasonable efforts to have the Opensoft Cloud Infrastructure available with a Uptime Percentage of at least 99% during the term;
1.4.”The Customer” refers to the individual or entity that has subscribed to use OpensoftHR and/or receive Cloud Services from Opensoft;
1.5.“Users” refers to the employees, contractors, and end users, as applicable, authorized by the Customer to use the website and OpensoftHR;
1.6.”Opensoft” includes all employees, agents or consultants of Opensoft, including Opensoft’s affiliates or subsidiaries;
1.7. “Professional Services” means, collectively, the consulting and other professional services which the Customer has ordered. Professional Services include any deliverables described in your order and delivered by Opensoft to the Customer under the order. The term “Professional Services” does not include Cloud Services;
1.8.”Personal Data” means data, whether true or not, about an individual who can be identified:
- from the data alone; or
- from the data and other information which Opensoft has or is likely to have access to.
1.9.”Confidential Information” includes all written and oral information relating to the Customer’s business, proprietary information, operations, processes, product or service information and employees;
1.10.“PDPA” directly refers to the Personal Data Protection Act 2012;
1.11.“Customer Personal Data” means Personal Data which the Customer discloses to Opensoft;
1.12.“Permitted Purpose” includes application support of HR and Payroll processes, implementation and setup of HR and Payroll policies in OpensoftHR, assisting with cloud hosting services, IT troubleshooting and monitoring of hardware infrastructure or software applications where applicable;
1.13. “Permitted Parties” refer to any third party service provider, including cloud hosting data centers, that either of the Parties strictly require in order to perform the Permitted Purpose;
1.14. “Service” means, collectively, both the Cloud Services and Professional Services that the Customer ordered to receive directly from or through Opensoft;
1.15. “Software” means OpensoftHR and related documentation included in the Service and all modifications and/or enhancements;
1.16. “Applicable Law” means any law, legislation statutory provision, or otherwise put into legal effect by or under the authority of any governmental entity in any relevant jurisdiction;
1.17. “A Term” refers to an active 12-months period for the “Service” accepted the Customer;
1.18. “Customer Data” means all data or information created for the Customer in connection with their subscription with Opensoft.
2. Term & Termination of Service
2.1. Opensoft may suspend your access to the Service and terminate the purchase agreement and your use of the Service at any time in the event you materially breach the terms of service (including failure to pay, which may occur if your credit card cannot be charged) and you do not cure such breach within 30 days of Opensoft providing you with written notice of such breach (including notice by email), or earlier if a specific Additional Terms provides otherwise. Notwithstanding the foregoing, Opensoft may immediately suspend or terminate your access to the Service without liability if you are in violation of Sections 4.1 of this Agreement, as determined by OpensoftHR in its sole discretion;
2.2. The terms of service is valid for the billing order which this Agreement accompanies;
This Agreement may also be referenced for any add-on purchase for OpensoftHR,
add-on Service, any Cloud Service options offered by Opensoft, or Auto Renewal
of this Agreement;
2.3. This Agreement requires a 12-months’ minimum commitment in a Term. The
Customer is solely responsible for the proper cancellation at the end of the Term
by emailing firstname.lastname@example.org or calling +65 6381 9372;
2.4. All fees are exclusive of all taxes or duties imposed by governing authorities. The
Customer is solely responsible for payment of all such taxes or duties.
3. Scope of Support
3.1. Opensoft will support functionality that is delivered by Opensoft as part of the Service. For all other functionality, and/or issues or errors in the Service caused by issues, errors and/or changes in Customer’s information systems, customizations, and/or third-party products or services, Opensoft may assist Customer and its third-party providers in diagnosing and resolving issues or errors but Customer acknowledges that these matters are outside of Opensoft’s support obligations. Failure to meet obligations or commitments under this SLA that are attributable to (i) Customer’s acts or omissions; and (ii) force majeure events shall be excused;
3.2. Opensoft’s hours for first level basic support are from 0900 to 1800 hours, Mondays thru Fridays (excluding Public Holidays) via telephone +65 6346 1511, email email@example.com and/or chat on Opensoft Customer Portal;
3.3. The Users have access 24/7 to the Customer Support Portal for self-service on FAQs, user’s guide and documentation, video tutorials and Year-End workshop materials;
3.4. Outside the above mentioned scope of support is subject to an additional fee, and can be obtained from Opensoft;
3.5. The Customer is expected to exercise due diligence when using OpensoftHR in their operations, and Opensoft will not be held liable for any legal proceedings that are as a result of negligence by the Customer;
3.6. As part of our onboarding services for first-time contract customers, we offer user trainings and implementation sessions. Customers may only be allowed up to a maximum one (1) postponement for each session, else be subject to a penalty fee at the discretion of Opensoft;
3.7. Outside the above-mentioned scope of support is subject to an additional fee,
and can be obtained from a Opensoft representative.
4. Rights & Restrictions
4.1. During the Term, Opensoft grants you a limited, revocable, non-transferable, non-sublicensable, non-exclusive right to access and use the Software via a web browser or other device owned or controlled by you for your internal business use. Nothing in this Agreement obligates Opensoft to deliver or make available any copies of computer programs or code from the Software to you. You agree to use the Service only in compliance with the Applicable Law.
5. Protection of Customer Data
5.1. The Customer is responsible for identifying and authenticating all Users, for approving access by such Users to the Services, for controlling against unauthorized access by Users, including those related to data privacy, international communications and the transmission of technical or personal data;
5.3. Opensoft will use its reasonable commercial endeavours to keep Customer Data confidential, providing that Customer Data may be disclosed to Opensoft’s employees, representatives, consultants, contractors or agents (who in turn will be legally bound to keep the Customer Data confidential). The obligation to keep the Customer Data confidential will not apply to any information that: (i) is already known to the public; or (ii) is required to be disclosed by Law, by any governmental or other regulatory authority, or by a court or other authority of competent jurisdiction;
5.4. The Customer shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data;
5.5. In the event this Agreement is terminated, other than in instances where it is terminated by Opensoft for nonpayment, the Customer will continue to have the ability to download the information in the database in OpensoftHR for 30 days after the effective date of expiration or termination of this Agreement. After such 30-day period or if this Agreement is terminated due to your nonpayment, Opensoft shall have no obligation to maintain any Data and shall thereafter, unless legally prohibited to do so, delete all of your Data contained in OpensoftHR;
5.6. Opensoft shall not:
- disclose your Data except as compelled by Applicable Law or as you expressly authorise in writing, or
- access your Data except to provide the Service and prevent or address service or technical problems, or at your express request in connection with customer support matters;
- disclose your Data to any third party (whether individual, corporation, or other entity) except to Permitted Parties for use in connection with the Permitted Purpose, without the prior written consent of the Customer.
6. Service Specifications & Use
6.1. Opensoft may make changes or updates to the Cloud Service (such as infrastructure, security, technical configurations, application features, etc.) during the Term, including to reflect changes in technology, industry practices, patterns of system use, and availability of Third Party Content. Opensoft changes to the Service Specifications will not result in a material reduction in the level of performance or availability of the applicable Services provided to the Customer for the duration of the Term;
6.2. OpensoftHR shall be make available on the Cloud Services. Opensoft does not provide other technical support or offer any warranties other than ensuring the OpensoftHR is accessible by the Users;
6.3. Opensoft shall:
- provide the Customer with basic support in connection with the use of the Service at no additional charge, and with upgraded support if purchased separately;
- use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week, except for: (a) planned downtime, (b) any unavailability caused by circumstances beyond Opensoft’s reasonable control, including, but not limited to, acts of God, acts of government, floods, fires, earthquakes, pandemics, civil unrest, acts of terror, strikes or other labor problems, Internet service provider failures or delays, or denial of service attacks, or (c) as necessary to update the Service to ensure its security and integrity; and
- provide the Service only in accordance with Applicable Law.
7. Compliance & Disclaimers
7.1. Both Opensoft and the Customer shall comply with all Applicable Laws in connection with its own activities under this Agreement. The Service can be configured and used in ways that do not comply with Applicable Laws and it is your sole responsibility to ensure that the use of the Service complies with and is in accordance with Applicable Law. In no event shall OpensoftHR be responsible or liable for the Customer’s failure to comply with Applicable Law in connection with your use of the Service;
7.2. Opensoft does not provide customers with legal advice regarding compliance, data privacy or other relevant Applicable Laws in the jurisdictions in which the Customer uses the Service, and any statements made by Opensoft to the Customer shall not constitute legal advice.
8. Use of Website (www.opensofthr.com)
8.1. When users register with us, they indicate their agreeability to:
• Provide true, accurate, up to date and complete information as prompted by the registration form;
• Maintain and update such information to ensure it is true, accurate, up to date and complete at all times;
8.2. In addition, users agree that they will not use the content off this website to violate any state or international laws or regulations and transmit any material that is abusive, defamatory, vulgar, obscene, and invasive of another person’s privacy, racially or ethnically discriminatory. Users shall not use our content to transmit any unsolicited advertising, promotional materials, junk mail, spam, chain letters or material that contains adware, malware, and spyware, software viruses that have been designed to interrupt and destroy the functionality of computer software, hardware or other telecommunication equipments. Interference or disruption of the services or servers of our network, as well as disobedience to the requirements, policies or regulations of networks connected to the services will not be tolerated;
8.3. The content as provided on this website is the property of Opensoft and is protected by copyright, trademark and other intellectual property regulations. Users are not to copy, modify, distribute, publish, sell or use any information available through this website for commercial purposes;
8.4. Opensoft monitors all content on this website, whereby some of which are information supplied by independent third parties. While Opensoft tries to ensure the best quality and accuracy of information on this website, Opensoft is by no means held accountable and makes no warranty to the accuracy of said information;
8.5. Opensoft does not allow for unauthorized links to the website and the framing of any information contained on the website. Opensoft reserves all rights to disable any unauthorized links or frames. Opensoft also does not hold responsibility for any material on other websites that may contain links to this website.
9. Limitation of User Liabilities
9.1. Under no circumstances shall Opensoft be held accountable for any damages suffered by users, whether or not they are incidental, special or consequential damages. This includes any lost profits or damages from the interruption of users’ business, loss of information, programs or data that arise from the access to and use of our website, service and OpensoftHR.
10. Security & Privacy
10.1. Opensoft seeks to ensure the utmost protection of privacy of all our customers and users of our websites. However, the security of information transmitted through the Internet cannot be fully guaranteed. Opensoft shall not be held responsible for any possible interceptions or interruptions of communications through the Internet or changes and losses to data;
10.2. Users are responsible for the maintenance of security of any password, user ID or other forms of authentication involved in obtaining access to secure areas of this website and OpensoftHR. Opensoft reserves the right, for the purpose of protecting you and your data; to suspend your use of client sites should we be alerted of a breach of security;
10.3. Opensoft shall maintain commercially reasonable administrative, physical, and technical safeguards for protection of the Service, and the security of your Data.
11. General Provisions
11.1. This Agreement encompasses the entire agreement between the Customer and
Opensoft with respect to the subject matter hereof and supersedes all prior
representations, agreements and understandings, written or oral. No addition,
deletion, or modification to this Agreement shall be made effective unless made in
writing and signed by both the Parties;
11.2. The Customer may not assign or otherwise transfer any rights or obligations under
this Agreement without Opensoft’s prior written consent, which consent shall
not be unreasonably withheld. This Agreement shall be binding upon and will inure
to the benefit of the parties and their respective successors and permitted assigns. Any assignment in violation of the foregoing will be null and void;
11.3. No part of this Agreement is intended or shall be construed as legal advice.
Opensoft shall not be liable for any errors or omissions in the content of this
Agreement or for any actions taken in reliance thereon;
11.4. Customers are expected to exercise own due diligence in keeping up to date with Opensoft’s latest Terms of Service;
For any further clarifications to any of the clauses stated in this Terms of Service, please do not hesitate to contact us at firstname.lastname@example.org.
Reviewed and updated as of 1st MARCH 2022