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Terms and Conditions

I confirm that my and my company's use of the RuleHR Service throughout the period is governed by the terms of use set forth below, which I have read and to which on behalf of myself and my company I agree.

RuleHR USER AGREEMENT

IMPORTANT - READ CAREFULLY: THIS NETSHORE SOFTWARE PVT. LTD. RULEHR USER AGREEMENT (THE "AGREEMENT") IS A LEGAL AGREEMENT BETWEEN YOU AND ANY COMPANY YOU REPRESENT (COLLECTIVELY, "YOU AND YOUR") AND NETSHORE SOFTWARE PVT. LTD. ("NETSHORE SOFTWARE") REGARDING THE NETSHORE SOFTWARE RULEHR SERVICE (THE "RULEHR SERVICE") AND ALL OTHER SERVICES PROVIDED BY NETSHORE SOFTWARE UNDER THIS AGREEMENT ("SERVICES"). PLEASE READ THE AGREEMENT CAREFULLY BEFORE CONTINUING REGISTRATION. BY CLICKING THE "I AGREE TO THE TERMS & CONDITIONS" CHECK BOX, YOU AND ANY COMPANY YOU REPRESENT AGREE TO FOLLOW AND BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND YOUR COMPANY TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE TO ALL TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MUST NOT SELECT THE CHECK BOX AND MAY NOT USE THE RULEHR SERVICE.

If you are obtaining or have obtained the RuleHR Service or Services from a third party authorized by Netshore Software (Partner), then: (a) the terms of this Agreement shall apply to the RuleHR Service and all other Services that are being obtained or were obtained by you from Partner; (b) this Netshore Software RuleHR User Agreement is between Netshore Software and you, however, the terms of the agreement by which you order from Partner the RuleHR Service and any related products or Services (which shall be referred to herein as the Order Form) is between you and the Partner who has executed the Order Form with you; (c) the Netshore Software RuleHR User Agreement and the Order Form shall collectively be referred to herein as the Agreement; and (d) the Order Form shall not amend or modify any terms of this Netshore Software RuleHR User Agreement, and the terms of this Netshore Software RuleHR User Agreement shall control over any conflicting terms in the Order Form.

  1. Subscription from Netshore Software, Subject to the terms of this Agreement, Netshore Software grants to you during the Subscription Term of the applicable Order Form the non-transferable, nonexclusive right to permit those individuals authorized by you or on your behalf (Users) to use the RuleHR Service and any materials developed by Netshore Software or its third party suppliers (Third Party Providers) and delivered to you in the course of performing Services (the RuleHR Materials) solely in connection with the RuleHR Service, all solely for your own internal business operations. The rights granted to you in this Agreement are subject to all of the following agreements and restrictions:

    1. The maximum number of Users that you authorize to access the RuleHR Service shall not exceed the number of User licenses you have purchased, as evidenced in the Order Form;

    2. you shall not license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose or otherwise commercially exploit or make the RuleHR Service or the RuleHR Materials available, to any third party other than an authorized user;

    3. you shall not modify, derivative works of, disassemble, reverse compile, or reverse engineer any part of the RuleHR Service or RuleHR Materials or access or use the RuleHR Service or RuleHR Materials in order to build a similar or competitive product or service;

    4. except as expressly stated herein, no part of the RuleHR Service or RuleHR Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including but not limited to electronic, mechanical, photocopying, recording, or other means;

    5. You shall not disclose any review of the RuleHR Service, including but not limited to the results of any performance tests, to any third party without Netshore Software’s prior written approval;

    6. You agree to make every reasonable effort to prevent unauthorized third parties from accessing the RuleHR Service; and

    7. you acknowledge and agree that Netshore Software or its Third Party Providers shall own all right, title and interest in and to all intellectual property rights (including all derivatives or improvements thereof) in the RuleHR Service and the RuleHR Materials and any suggestions, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the RuleHR Service or the RuleHR Materials.

  2. Your complete information is required to complete the sign up process for this service.

  3. Free Services. You may order Free Services for the RuleHR Service (Less than 10 users), which you may use for trial, non-production purposes only. You may not use the Trial Services to provide or attend third party training on the content and/or functionality of the RuleHR Service. The Trial Services provided for trial purposes are provided “AS IS” and Netshore Software does not guarantee providing technical support or offer any warranties for these services.

  4. You must keep your password secure; RuleHR will not be liable for any loss or damage from your failure to maintain the security of your account and password.

  5. Your Data: Netshore Software will protect any data provided to Netshore Software by you in the course of using the RuleHR Service or Services (Your Data) as confidential. We strongly recommend you to keep backup all activity and content (data, images, documents, etc.) that is added in your RuleHR system. You acknowledge and agree that Your Data may be transferred or stored outside of the country or other jurisdiction where you and your Users are located. In addition, you acknowledge and agree that it is your obligation to inform third parties of the use, processing, or transfer of Your Data and to ensure that such third parties have given their consent to such use, processing, and transfer as required by all applicable data protection legislation. You shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all Your Data. Netshore Software’s practices concerning the privacy of Your Data in connection with the RuleHR Service is set forth in RuleHR Privacy Policy available at https://www.RuleHR.com.

  6. Billing and Payment. You agree to pay in advance for all products and services ordered under this Agreement. All fees under this Agreement are irrevocable and non-refundable. Netshore Software’s fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, even if such amounts are not listed. You will reimburse Netshore Software for reasonable expenses related to providing any additional Services. You will provide Netshore Software with valid and updated credit card or approved purchase order information and complete and accurate billing and contact information. If you provide credit card information to Netshore Software, you authorize Netshore Software to bill such credit card (a) at the time that you order any products or services, for all products and services, and (b) for the amount charged for any renewal Subscription Term(s). If Netshore Software, in its discretion, permits you to make payment using a method other than a credit card, Netshore Software will invoice you at the time of the initial Order Form and the subscription amounts should be paid as per the subscription terms. Your credit card will be charged every month if you select a monthly payment term. After a failed payment attempt, the system will try to charge your card again the next day. If your credit card is again rejected, Netshore team will contact you directly, and if no response if received in 07 business days, your account will be suspended. Netshore Software’s suspension of the RuleHR Service based on your failure to make payment shall not excuse you from your obligation to make payment(s). In the event your account is due, any and all unpaid payments set forth in an applicable Order Form or subscription terms shall accelerate and become due and payable. After payment of the total accelerated amount, you shall be entitled to restoration of the RuleHR Service for the remainder of the Subscription Term. RuleHR pricings are subject to change upon 30 days notice from Netshore Software. Such notice may be provided at any time by posting the changes to the RuleHR website at www.rulehr.com.

  7. Term and Termination. This Agreement is valid for the Order Form in which this Agreement is incorporated by reference. The term of the RuleHR Service or other product or services offerings set forth in the Order Form hereunder shall commence upon the date of enablement of the RuleHR Service (as identified in Netshore Software’s first invoice after execution of such Order Form or Subscription), or as otherwise set forth in such Order Form, and shall continue for the period of time set forth in such Order Form (the “Subscription Term”). In the event of any breach of this Agreement by either party, the non-breaching party shall have the right to terminate the Order Form for cause if such breach has not been cured within 30 days of written notice from the non-breaching party specifying the breach in detail, provided however that if Netshore Software is the non-breaching party, Netshore Software may immediately suspend your password, account, and access to or use of the RuleHR Service during such cure period. Upon any termination of the Order Form, your right to access and use the RuleHR Service and the Services specified in the Order Form (including the RuleHR Materials) shall terminate. At your request, within 30 days of termination of the Order Form, provided you are not in breach of the Agreement or such Order Form, Netshore Software may permit you to access the RuleHR Service solely to the extent necessary for you to retrieve a file of Your Data then in Netshore Software’s possession. You agree and acknowledge that Netshore Software has no obligation to retain Your Data and that Your Data may be irretrievably deleted after 30 days following the termination of the Order Form or if your account is due.

  8. Third Party Web Sites. If you enter into correspondence with, purchases goods or services from, or participate in promotions of advertisers or sponsors other than Netshore Software through the RuleHR Service, any such activity, and any terms, conditions, warranties or representations associated with such activity, is governed solely by the terms between you and the applicable third party. Netshore Software shall have no liability or obligation for, and does not endorse or accept any responsibility for, the contents or use of third party web sites or any transactions completed with third parties. Netshore Software may provide such links only as a convenience, and the inclusion of any link does not imply endorsement by Netshore Software of the linked web site, notwithstanding the inclusion on such site of the trademarks of Netshore Software or its Third Party Providers.

  9. Representations, Warranties & Exclusive Remedy. Netshore Software warrants that (a) the RuleHR Service will perform substantially in accordance with its online documentation under normal use, and (b) the Services will be provided in a manner consistent with generally accepted industry standards. You must notify Netshore Software of any warranty deficiencies within 30 days from performance of the relevant Services in order to receive warranty remedies.

  10. Disclaimer of Warranties. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN SECTION 9 ABOVE, NETSHORE SOFTWARE AND ITS THIRD PARTY PROVIDERS HERE BY DISCLAIM ALL EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS WITH REGARD TO THE RULEHR SERVICE, THE RULEHR MATERIALS, AND THE SERVICES INCLUDING BUT NOT LIMITED TO ANY IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND QUALITY OF SERVICE. NETSHORE SOFTWARE AND ITS THIRD PARTY PROVIDERS MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE RULEHR SERVICE, THE RULEHR MATERIALS, OR THE SERVICES OR THE RESULTS YOU MAY OBTAIN BY USING THE RULEHR SERVICE, THE RULEHR MATERIALS, OR THE SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NETSHORE SOFTWARE AND ITS THIRD PARTY PROVIDERS DO NOT REPRESENT OR WARRANT THAT (A) THE OPERATION OR USE OF THE RULEHR SERVICE OR RULEHR MATERIALS WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE; (B) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL YOU PURCHASE OR OBTAIN THROUGH THE RULEHR SERVICE WILL MEET YOUR REQUIREMENTS; OR (C) THE RULEHR SERVICE, RULEHR MATERIALS, OR THE SYSTEMS THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT NEITHER NETSHORE SOFTWARE NOR ITS THIRD PARTY PROVIDERS CONTROLS THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE RULEHR SERVICE AND RULEHR MATERIALS MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. NETSHORE SOFTWARE IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY NETSHORE SOFTWARE, THE RULEHR SERVICE, THE SERVICES, AND THE RULEHR MATERIALS ARE PROVIDED TO YOU ON AN “AS IS” BASIS. RULEHR DOES NOT WARRANTY THE 100% UPTIME OF THIS APPLICATION; WE WILL HOWEVER MAKE SURE THE APPLICATION IS UP AND RUNNING 99.9% OF THE TIME.

  11. Limitation of Liability. IN NO EVENT SHALL EITHER PARTY OR THE THIRD PARTY PROVIDERS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY DAMAGES FOR LOSS OF DATA, REVENUE, PROFITS (EXCLUDING FEES UNDER THIS AGREEMENT), USE OR OTHER ECONOMIC ADVANTAGE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE RULEHR SERVICE, REGARDLESS OF CAUSE, WHETHER IN AN ACTION IN CONTRACT OR NEGLIGENCE OR OTHERWISE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR THE THIRD PARTY PROVIDER HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  12. Confidential Information. Each party may have access to information that is confidential to the other party (“Confidential Information”). Confidential Information shall include any information that is clearly identified in writing at the time of disclosure as confidential. Confidential Information of Netshore Software shall include the software programs provided as part of the RuleHR Service and the RuleHR Materials. Confidential Information of yours shall include Your Data. A party’s Confidential Information shall not include information that (i) is or becomes a part of the public domain through no act or omission of the other party; (ii) was in the other party’s lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; (iii) is lawfully disclosed to the other party by a third party without restriction on disclosure or; (iv) is independently developed by the other party without reference to the other party’s Confidential Information. The parties agree to use reasonable care to prevent disclosure of the other party’s Confidential Information to any third party. The parties agree to hold each other’s Confidential Information in confidence for a period of three years from the date of disclosure. Notwithstanding the foregoing, you acknowledge and agree that (1) Netshore Software may disclose your Confidential Information to its Third Party Providers to the extent necessary to provide products or services under this Agreement, provided that Netshore Software has a nondisclosure agreement in place with such Third Party Provider that protects such Confidential Information against disclosure in a manner no less protective than this Agreement, and (2) Netshore Software’s obligations regarding personally identifiable information and other information concerning you and your Users shall be governed by the terms of the then-current RuleHR Privacy Policy available at https://www.RuleHR.com. Further, Netshore Software may identify you on its Netshore Software RuleHR customer lists and in its marketing and advertising materials, and announce that you are a customer of the RuleHR Service, and reproduce your company name, logo, trademark, trade name, service mark, or other commercial designations in connection therewith. This Section 11 constitutes the entire understanding of the parties and supersedes all prior or contemporaneous agreements, representations or negotiations, whether oral or written, with respect to Confidential Information.

  13. You’re Responsibilities. You will ensure that any use of the RuleHR Service and Services by you and your Users is in accordance with the terms of this Agreement, and that you obtain any consents required for Netshore Software and its Third Party Providers to perform the RuleHR Service and Services under this Agreement. You are responsible for ensuring that your network and systems comply with specifications that Netshore Software provides. Netshore Software is not responsible for your network connections or for conditions or problems arising from or related to your network connections (e.g., bandwidth issues, excessive latency, network outages), or caused by the internet.

  14. Notices. Netshore Software may give notice applicable to Netshore Software’ general RuleHR Service customer base by means of a general notice on the RuleHR Service portal and notices specific to you by electronic mail to your e-mail address on record in Netshore Software’ account information or by written communication sent by first class mail or pre-paid post to your address on record in Netshore Software’ account information. If you have a dispute with Netshore Software or you wish to provide a notice under this agreement, or if you become subject to insolvency or other similar legal proceedings, you will promptly send written notice to Netshore Software Pvt. Ltd. SBC 21, Thejaswini Building, Technopark Campus, Trivandrum, Kerala, India - 695851. Attention: Legal Department.

  15. Restrictions on Use. You agree not to use or permit use of the RuleHR Service or the Services, including by uploading, emailing, posting, publishing or otherwise transmitting any material, for any purpose that may (a) menace or harass any person or cause damage or injury to any person or property, (b) involve the publication of any material that is false, defamatory, harassing or obscene, (c) violate privacy rights or promote bigotry, racism, hatred or harm, (d) constitute unsolicited bulk e- mail, junk mail, spam or chain letters; (e) constitute an infringement of intellectual property or other proprietary rights, or (f) otherwise violate applicable laws, ordinances or regulations. Netshore Software reserves the right to remove or disable access to any material that violates the foregoing restrictions or to terminate the RuleHR Service or the Services for a violation of your obligations under this section. Netshore Software shall have no liability to you in the event that Netshore Software takes such action. You agree to defend and indemnify Netshore Software against any claim arising out of a violation of your obligations under this section.

  16. Force Majeure. Neither party shall be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions (including the denial or cancellation of any export or other license); or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event. If such event continues for more than 90 days, either party may cancel unperformed services upon written notice. This section does not excuse either party of its obligations to take reasonable steps to follow its normal disaster recovery procedures or your obligation to pay for the RuleHR Service and/or Services provided.

  17. Services Tools. Netshore Software may use tools, scripts, software, and utilities (collectively, the “Tools”) to review and administer the RuleHR Service, and to help resolve your service requests. The Tools will not collect, report or store any of Your Data residing in the RuleHR Service, except as necessary to troubleshoot service requests or other problems in the RuleHR Service. Since data collected by the Tools is current, the data may also be used to assist in managing Netshore Software’ product and service portfolio and for license management.

  18. Statistical Information. Netshore Software may compile statistical and performance information related to the provision of the RuleHR Service or the Services, and may make such information publicly available, provided that such information does not incorporate Your Data and/or identify your Confidential Information. Netshore Software retains all intellectual property rights in such information.

  19. General provisions. Any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Subscription shall be subject to the exclusive jurisdiction in accordance with the laws of Republic of India and the courts of Trivandrum, Kerala. This Agreement and the information which is incorporated into this Agreement by written reference (including reference to information contained in a URL or referenced policy), together with any applicable Order Form, represents the parties’ entire understanding relating to the RuleHR Service, the Services and the RuleHR Materials, and supersedes any prior or contemporaneous, conflicting or additional, communications. Any rights not expressly granted herein are reserved by Netshore Software. The individuals signing below each represent that they have the authority under applicable law to enter into this Agreement and satisfy your obligations, and both parties intend for the terms of this Agreement to be fully enforceable.

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