Terms of Service

Effective Date: January 1, 2025 Last Updated: January 1, 2025

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Eranis LLC, a Wyoming limited liability company ("Eranis," "we," "us," or "our"), governing your access to and use of the Eranis HR management platform, including all associated services, features, and applications (collectively, the "Service").

By creating an account, accessing, or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind that organization, and "you" refers to that organization.

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICE.

1. Service Description

1.1 Overview

Eranis provides a cloud-based human resources management platform that enables organizations to manage employee information, leave requests, performance tracking, compensation records, documents, and related HR functions.

1.2 Service Tiers

We offer different subscription tiers with varying features and limitations. The specific features available to you depend on your subscription plan. Details are available on our pricing page.

1.3 Modifications to Service

We reserve the right to modify, update, or discontinue features of the Service at any time. For material changes that negatively affect your use, we will provide reasonable advance notice. Continued use after changes constitutes acceptance.

2. Account Registration and Security

2.1 Account Creation

To use the Service, you must create an account by providing accurate and complete information. You agree to update your information promptly if it changes.

2.2 Account Security

You are responsible for:

Maintaining the confidentiality of your login credentials
All activities that occur under your account
Implementing appropriate access controls for your organization's users
Promptly notifying us of any unauthorized access or security breach

2.3 Account Types

Organization Accounts: The primary account holder for a Customer organization with administrative privileges.
User Accounts: Individual users within a Customer organization with permissions assigned by administrators.

2.4 Age Requirement

You must be at least 18 years old to create an account. If you are creating an account on behalf of an organization, you must have legal authority to bind that organization.

3. Acceptable Use

3.1 Permitted Use

You may use the Service only for lawful business purposes in accordance with these Terms. You agree to:

Use the Service only for legitimate HR management purposes
Comply with all applicable laws and regulations
Respect the rights of your employees and other data subjects
Provide accurate and truthful information

3.2 Prohibited Conduct

You agree NOT to:

Violate any applicable law, regulation, or third-party rights
Upload malicious code, viruses, or harmful content
Attempt to gain unauthorized access to systems or accounts
Interfere with or disrupt the Service or its infrastructure
Use the Service to store or transmit illegal content
Reverse engineer, decompile, or disassemble the Service
Remove or alter proprietary notices or labels
Resell, sublicense, or provide access to unauthorized third parties
Use automated means to access the Service without permission
Circumvent usage limits or security measures
Use the Service in a manner that could harm Eranis's reputation

3.3 Enforcement

We may investigate violations and take appropriate action, including suspending or terminating accounts, removing content, and reporting violations to law enforcement.

4. Customer Data

4.1 Ownership

You retain all rights, title, and interest in the data you input into the Service ("Customer Data"). Eranis does not claim ownership of Customer Data.

4.2 License Grant

You grant Eranis a limited, non-exclusive license to use, process, and store Customer Data solely to provide and improve the Service. This license terminates when you delete your data or your account is terminated.

4.3 Data Processing

Our processing of personal data within Customer Data is governed by our Privacy Policy and, for applicable Customers, a Data Processing Agreement.

4.4 Customer Responsibilities

You are responsible for:

The accuracy and legality of Customer Data
Obtaining necessary consents from employees and other data subjects
Complying with applicable data protection laws (GDPR, CCPA, etc.)
Configuring appropriate access permissions within your organization
Maintaining backups of critical data as needed for your business

4.5 Data Export

You may export your Customer Data at any time using the export features within the Service. Upon account termination, you will have 30 days to export your data before deletion.

5. Intellectual Property

5.1 Eranis Property

The Service, including all software, designs, trademarks, logos, and documentation, is owned by Eranis and protected by intellectual property laws. These Terms do not grant you any rights to use Eranis's trademarks or branding without prior written consent.

5.2 Feedback

If you provide suggestions, ideas, or feedback about the Service ("Feedback"), you grant Eranis a perpetual, irrevocable, royalty-free license to use, modify, and incorporate such Feedback into the Service without obligation to you.

5.3 Reservation of Rights

All rights not expressly granted in these Terms are reserved by Eranis.

6. Payment Terms

6.1 Fees

Fees for the Service are based on your selected subscription plan. All fees are stated in U.S. dollars unless otherwise specified.

6.2 Billing

Subscription Billing: Subscriptions are billed in advance on a monthly or annual basis, depending on your selection.
Per-User Pricing: If your plan is priced per user, you will be billed based on the number of active users.
Automatic Renewal: Subscriptions automatically renew unless cancelled before the renewal date.

6.3 Payment Methods

We accept major credit cards and other payment methods as indicated during checkout. You authorize us to charge your payment method for all fees due.

6.4 Late Payments

Overdue amounts may accrue interest at 1.5% per month (or the maximum rate permitted by law, if lower). We may suspend access to the Service for accounts with overdue balances.

6.5 Taxes

Fees are exclusive of taxes. You are responsible for all applicable taxes, except for taxes based on Eranis's income.

6.6 Refunds

Annual Plans: If you cancel within 14 days of your initial purchase, you may request a full refund.
Monthly Plans: Monthly subscriptions are non-refundable.
Upgrades/Downgrades: No refunds for unused portions of upgraded or downgraded plans.

7. Free Trial and Free Tier

7.1 Free Trial

We may offer a free trial period for new Customers. At the end of the trial, you must subscribe to continue using the Service. We reserve the right to modify or discontinue free trials.

7.2 Free Tier

Certain features may be available under a free tier with limited functionality. Free tier access is provided at our discretion and may be modified or discontinued at any time.

7.3 No Warranty for Free Services

Free trials and free tier services are provided "AS IS" without any warranty or service level commitment.

8. Service Availability and Support

8.1 Availability

We strive to maintain high availability of the Service but do not guarantee uninterrupted access. Scheduled maintenance will be announced in advance when possible.

8.2 Support

Support is provided according to your subscription plan:

Free Tier: Community support and documentation only
Paid Plans: Email support with response times based on plan level
Enterprise: Priority support with dedicated resources

8.3 Service Level Agreement

Enterprise Customers may be eligible for a Service Level Agreement (SLA) with defined uptime commitments and remedies. Contact us for details.

9. Warranties and Disclaimers

9.1 Limited Warranty

Eranis warrants that the Service will perform substantially in accordance with its documentation under normal use during your subscription period.

9.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

WARRANTIES OF MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
ACCURACY OR COMPLETENESS OF DATA
UNINTERRUPTED OR ERROR-FREE OPERATION

We do not warrant that the Service will meet all your requirements or that defects will be corrected.

9.3 Third-Party Services

The Service may integrate with or link to third-party services. We are not responsible for the availability, accuracy, or practices of third-party services.

10. Limitation of Liability

10.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ERANIS SHALL NOT BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES
COST OF SUBSTITUTE SERVICES
DAMAGES ARISING FROM YOUR USE OR INABILITY TO USE THE SERVICE

This exclusion applies regardless of the legal theory (contract, tort, strict liability, or otherwise) and even if Eranis has been advised of the possibility of such damages.

10.2 Liability Cap

ERANIS'S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF:

THE AMOUNTS YOU PAID TO ERANIS IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR
ONE HUNDRED U.S. DOLLARS ($100)

10.3 Basis of the Bargain

The limitations in this Section 10 reflect the allocation of risk between the parties and are an essential element of the agreement. Eranis would not provide the Service without these limitations.

10.4 Exceptions

These limitations do not apply to: (a) breaches of confidentiality obligations; (b) infringement of intellectual property rights; (c) your indemnification obligations; or (d) liability that cannot be limited by applicable law.

11. Indemnification

You agree to indemnify, defend, and hold harmless Eranis and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

Your use of the Service
Your violation of these Terms
Your violation of any third-party rights
Customer Data you input into the Service
Claims by your employees or other data subjects

Eranis will provide prompt notice of any such claim and cooperate in the defense. You may not settle any claim without our prior written consent if it would impose obligations on us or admit liability on our behalf.

12. Term and Termination

12.1 Term

These Terms are effective when you first access or use the Service and continue until terminated.

12.2 Termination by You

You may terminate your account at any time through your account settings or by contacting support. Termination does not entitle you to a refund of prepaid fees except as provided in Section 6.6.

12.3 Termination by Eranis

We may terminate or suspend your account:

For Cause: Immediately upon notice if you breach these Terms
For Convenience: With 30 days' prior notice

12.4 Effect of Termination

Upon termination:

Your right to access the Service ceases immediately
You have 30 days to export your Customer Data
We will delete your Customer Data within 90 days, except as required by law
Provisions that by their nature should survive will continue (e.g., limitation of liability, indemnification, governing law)

13. Dispute Resolution

13.1 Informal Resolution

Before initiating formal proceedings, you agree to contact us at legal@eranis.com to attempt to resolve any dispute informally for at least 30 days.

13.2 Arbitration

Any dispute not resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted in Wyoming, USA, or another mutually agreed location.

13.3 Class Action Waiver

YOU AND ERANIS AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate claims or preside over any class proceeding.

13.4 Exceptions

Either party may seek injunctive relief in court for intellectual property infringement or unauthorized access to the Service.

13.5 Opt-Out

You may opt out of arbitration by sending written notice to legal@eranis.com within 30 days of first agreeing to these Terms.

14. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Wyoming, USA, without regard to conflict of law principles. For matters not subject to arbitration, you consent to the exclusive jurisdiction of the state and federal courts located in Wyoming.

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy and any applicable order forms, constitute the entire agreement between you and Eranis regarding the Service.

15.2 Modifications

We may modify these Terms by posting updated terms on our website. Material changes will be notified via email or in-app notification at least 30 days before taking effect. Your continued use after changes take effect constitutes acceptance.

15.3 Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

15.4 Severability

If any provision is held invalid or unenforceable, the remaining provisions continue in full force.

15.5 Assignment

You may not assign these Terms without our prior written consent. We may assign our rights and obligations to an affiliate or successor in connection with a merger, acquisition, or sale of assets.

15.6 Notices

Notices to Eranis must be sent to legal@eranis.com. Notices to you will be sent to the email address associated with your account.

15.7 Force Majeure

Neither party is liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, war, terrorism, labor disputes, or government actions.

15.8 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates an employment, agency, partnership, or joint venture relationship.

15.9 Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights, except as expressly provided.

16. Contact Information

For questions about these Terms, please contact:

Eranis LLC Email: legal@eranis.com Address: [Address to be added upon incorporation]

By using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.