TERMS OF SERVICE
Terms of Service
Master subscription agreement between Labb Holding Ltd and the customer for the PersoHR platform.
1. Background and parties
These Terms of Service ("Terms") govern the use of the PersoHR HR-management service (the "Service") provided by Labb Holding Ltd, a Cyprus private company limited by shares with its registered office at Anthipolochagou Georgiou M.Savva 26, Shop 1-2, 8201 Paphos, Cyprus, registered under HE 424230 ("PersoHR", "we", "us"). The Service is offered to business and professional customers only. By creating an account or by accepting these Terms during checkout, the customer ("you", "Customer") confirms that it is acting in the course of its trade, business, craft or profession and not as a consumer, that the person accepting these Terms is authorised to bind the Customer, and that the Customer enters into a binding agreement with PersoHR comprising these Terms, the Data Processing Agreement at /legal/dpa, the Privacy Policy at /legal/privacy, and any order form or quote that references these Terms. If a quote or order form conflicts with these Terms, the order form prevails for the items it expressly addresses. Any deviating terms of the Customer do not apply unless we agree to them in writing.
2. Account, trial and conclusion of contract
Use of the Service requires creating an account. By creating an account you submit a binding offer to enter into an agreement; we accept that offer by activating the account. New customers receive a free 30-day trial during which the Service is made available without charge for evaluation. Each customer is entitled to one trial. After the trial, the account is suspended unless the Customer subscribes to a paid plan. A paid agreement is concluded either by selecting a plan and entering payment details in the account, or by accepting a quote we send by email. The Customer is responsible for the accuracy of the information provided at sign-up.
3. Scope of the Service
The functionalities of the Service depend on the plan selected and on any add-on modules enabled by the Customer. A current functional description is available on persohr.eu and within the application. We may offer integrations with third-party systems via APIs (the "Integrations"); integrations marked as third-party are provided by and under the sole responsibility of the third-party operator. We may modify, add or remove features, particularly where required by law, by a third-party dependency, or to address security vulnerabilities, provided that any such change does not materially diminish the agreed functionality. The Customer may upgrade or change plans at any time; downgrades take effect at the next renewal date.
4. Availability
We provide the Service with a target monthly availability of 99.5%, measured at the Service's external entry point and excluding (a) planned maintenance windows, (b) circumstances beyond our reasonable control (force majeure, third-party network outages, denial-of-service attacks, etc.), (c) Customer-caused issues, and (d) issues arising from third-party Integrations operated by other providers. Planned maintenance is scheduled outside 09:00–18:00 CET on Mondays to Fridays. We will give reasonable advance notice of significant maintenance via in-app or email notification.
5. Customer responsibilities
The Customer is responsible for: (a) the accuracy and lawfulness of the data uploaded to or generated within the Service; (b) ensuring an appropriate legal basis under the GDPR for processing the personal data of its employees and other data subjects through the Service; (c) the secure management of user accounts and credentials issued to its personnel, including not sharing accounts and using strong authentication; (d) maintaining a working internet connection and supported, up-to-date browser; (e) configuring its account, including roles and permissions, in line with its internal security policy; (f) notifying us without undue delay of any actual or suspected misuse, security incident or data-protection issue affecting its account. The Customer is solely responsible for the content stored within its tenant and for any compliance obligations of the Customer as data controller.
6. Grant of rights
Subject to payment of the applicable fees and compliance with these Terms, we grant the Customer a non-exclusive, non-transferable, non-sublicensable right to use the Service for its internal HR operations during the term of the agreement. The Customer may grant access to its employees, contractors and authorised consultants (provided they are bound by equivalent confidentiality obligations) but may not resell, sublicense, time-share or commercially exploit the Service. We retain all intellectual-property rights in the Service. We may use anonymised and aggregated usage data, that does not identify the Customer or any individual, to monitor, secure and improve the Service.
7. Term and termination
Subscriptions run for the term selected at checkout, monthly or annually. Monthly subscriptions renew automatically at the end of each billing month and may be cancelled at any time, with cancellation taking effect at the end of the current billing period. Annual subscriptions renew automatically for further annual terms unless cancelled with at least 30 days' notice before the renewal date. Cancellation is performed in-app via Settings → Billing or by emailing support@persohr.eu. Either party may terminate the agreement for cause with immediate effect on written notice if the other party commits a material breach that is not remedied within 30 days of written notice, or in the event of insolvency proceedings against the other party. On termination, all access rights cease immediately; tenant data is retained for 30 days for export under the DPA, then permanently deleted (subject to any legal retention obligation).
8. Payment terms
Fees are stated on the pricing page or in the applicable order form, in EUR, and are exclusive of VAT and any other applicable taxes, which are added at the rate in force. The Customer is responsible for providing accurate billing data, including its legal name, registered address and, where applicable, a valid EU VAT identification number. For B2B EU customers outside Cyprus that have provided a valid VAT identification number, the reverse-charge mechanism under Article 196 of Directive 2006/112/EC applies and invoices are issued without Cypriot VAT; the Customer remains responsible for accounting for VAT in its own jurisdiction. For customers in Cyprus and for customers who have not provided a valid VAT identification number, Cypriot VAT is added at the rate in force. Tax data and the validity of the VAT identification number are validated by Stripe (which operates as our payment and tax processor); if validation fails, VAT may be applied to the invoice until the Customer provides a valid number. Monthly subscriptions are billed in advance at the start of each billing month; annual subscriptions are billed in advance for the full annual term. Payment is processed by Stripe; by entering payment details the Customer authorises us to charge the chosen payment method on each renewal. Where a Customer adds users between billing periods, we may invoice the additional fee on a pro-rata basis or roll it into the next renewal. We may revise list prices once per calendar year with at least four weeks' written notice; if the price increase exceeds 5% of the previous price, the Customer may object within four weeks of notice, in which case the agreement continues at the previous price until the next renewal, when the parties may either agree the new price or terminate. If a payment fails, we will notify the Customer and grant a five-day cure period before suspending the Service; if the account is more than 30 days overdue, we may suspend access entirely until payment is received.
9. Warranty and defects
We warrant that the Service substantially conforms to the published functional description during the subscription term and is free of material defects that prevent its use for its intended purpose. The Customer must report defects without undue delay and provide reasonable detail to enable diagnosis. We will use reasonable efforts to remedy reported defects within a reasonable period of time, with reaction targets of four hours for total outages reported within support hours and one business day for other defects. Temporary workarounds may be used while a permanent fix is being developed. Where the Service is provided free of charge (for example during the trial), our liability for defects is limited to fraudulent intent.
10. Limitation of liability
We are liable without limitation for damage caused by intent or gross negligence, for damage to life, body or health, for breaches of express written guarantees, for product-liability claims under applicable law, and for any liability that cannot be excluded or limited by mandatory law. For damage caused by ordinary negligence, our liability is limited to the breach of essential contractual obligations (i.e. obligations whose fulfilment makes the proper performance of the agreement possible in the first place and on whose fulfilment the Customer regularly relies); in those cases, our liability is further capped at the foreseeable damage typical for this type of contract, which the parties agree is in any event limited to the total fees paid by the Customer in the twelve months preceding the event giving rise to the claim. Liability for ordinary negligence in respect of non-essential obligations is excluded. The same limitations apply to claims against our employees, agents and subcontractors.
11. Data protection and confidentiality
We act as a processor for personal data uploaded to the Service by the Customer. The Data Processing Agreement at /legal/dpa is incorporated into these Terms by reference and forms an integral part of the agreement. Each party will keep the other party's confidential information confidential, use it only for the purposes of the agreement, and protect it with at least the same care it uses for its own confidential information of similar sensitivity. The confidentiality obligation survives termination of the agreement for a period of five years.
12. AI features and acceptable use
Parts of the Service use generative AI to assist HR workflows (for example onboarding plan generation, document analysis, performance-review drafting and the in-product chat assistant). Outputs are produced by a language model and are assistive only. The Customer must review, accept, edit or reject each output before relying on it. The Customer must not use any AI-assisted output as the sole or decisive basis for hiring, firing, promotion, compensation, disciplinary or similarly significant employment decisions, or for any decision producing legal or similarly significant effects on an employee within the meaning of Article 22 GDPR. The Customer remains the controller for the personal data it submits to AI features and is responsible for the lawfulness of its prompts and inputs. Special-category data within the meaning of Article 9 GDPR (including health, religion, ethnicity, trade-union membership, sex life or sexual orientation) and criminal-conviction data within the meaning of Article 10 GDPR must not be entered into AI features unless the Customer has an explicit legal basis and the relevant module is documented as supporting that category. We use only EU-hosted AI providers (currently Mistral AI in Paris) for runtime customer features; prompts and outputs from customer interactions are not used by us or the AI provider to train shared foundation models. The Customer is solely responsible for the consequences of any decision made using AI-assisted output.
13. Amendments
We may amend these Terms with at least four weeks' written notice (in-app or by email) before the change takes effect. The notice will identify the change, the deadline for objection, and the consequences of objection. If the Customer does not object in writing within two weeks of the notice, the change is deemed accepted. If the Customer objects, the agreement continues under the previous Terms; we may then terminate the agreement on one month's written notice. We may also modify the Service to comply with law, address security issues, reflect changes in third-party dependencies, or where the change is materially beneficial to the Customer. Price changes are governed exclusively by section 8.
14. Final provisions
These Terms are governed by the laws of the Republic of Cyprus, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods. The courts of Paphos, Cyprus have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, without prejudice to any mandatory consumer-protection venue under EU law. Notices under these Terms are made in writing or by email. If any provision of these Terms is or becomes invalid, illegal or unenforceable, the remaining provisions are unaffected and the parties will replace the invalid provision with a valid provision whose economic effect comes as close as possible to the original. The English version of these Terms prevails over any translation in case of discrepancy.