HRIS & PAYROLL SUBSCRIPTION AGREEMENT
This Agreement relates only to HRIS & Payroll subscription provided by FILMETRICS CORPORATION and shall be in effect from and after the actual activation of the system.
By subscribing to HRIS & Payroll services (the “Services”) provided by Filmetrics Corporation in relation with HRIS & Payroll System (the “Software”), hosted on Cloud platform you (the “Customer”) are agreeing to be bound by the following terms and conditions (the “Agreement”).
a. Subscription: The subscription to the product provides access to HRIS & Payroll on a subscription basis for a specified term.
b. Term: The term of the subscription will be specified based on the number of months, contracted. The subscription will automatically renew for successive terms unless terminated by either party in accordance with these Terms and Conditions.
c. Payment: You agree to pay the subscription fee for HRIS & Payroll equivalent to the number of months, contract. The subscription fee is non-refundable.
2. Use of HRIS & Payroll Subscription Service
a. Access: You are granted a limited, non-exclusive, non-transferable access and use of HRIS & Payroll during the term of your subscription.
b. Restrictions: You may not copy, modify, distribute, sell, or lease any portion of product. You may not reverse engineer, decompile, or disassemble the product or attempt to discover any source code or underlying ideas or algorithms of HRIS & Payroll subscription service.
c .User Content: You are responsible for all content that you upload, post, email, or otherwise transmit to or through HRIS & Payroll subscription service. You warrant that you have all necessary rights to such content and that the use of such content by HRIS & Payroll subscription service will not infringe any third party rights.
d. Implementation: HRIS and Payroll System will be deployed using a “Rapid Implementation Methodology” to ensure high quality standard solution boosting productivity. This shall reduce cost, uplift business adaptability and increase competitive position without risk to the business budget. The method uses a traditional approach to IT Implementation with extensive “As-Is” and “To-Be” studies, an in-house project team and a very workable timeline. Scope includes training and one (1) payroll cut-off parallel run
e. Support: HRIS & Payroll subscription service includes technical support during the term of your subscription. Service desk hotline, email and remote access support are provided for system issues encounter by customers 8x5 from Monday to Friday except holidays
f. Hosting: The system is cloud base and access is not dedicated to client. System response will be based on the load of the system and connection of the user.
g. Updates and Maintenance: Filmetrics Corporation may conduct occasional product updates and maintenance for the duration of a pre-determined window. During this time, possible downtime may occur due to maintenance and upgrades of the system.
h. Warranty: HRIS & Payroll is provided “As Is”, the product is warranted against bugs and other software glitches during the subscription period.
i. Customization: Filmetrics Corporation reserves the right to accept or reject requests for customization. Furthermore, customization will incur corresponding fees at specified rate. Customized version will no longer be possible to shared hosting. A separate instance and dedicated connection will be created.
3. Customer Obligation
a. Pay Filmetrics the applicable charges for the Services of the present Agreement, in accordance with the payment conditions specified at the signature of this contract.
b. Agree to provide a primary point of contact to facilitate all communication with Filmetrics. This person will also have authority to make decisions related to the services provided by Filmetrics Corporation on behalf of the client.
c. Provide written notice to Filmetrics 30 days before changing their main point of contact to work with.
d. Take all reasonable measures to keep their user accounts secure, by choosing a strong password and not sharing it with anyone else.
e. Acknowledges and agrees that Filmetrics is permitted to acquire personal information about the company’s employees and authorized representative in connection with the use of HRIS & Payroll. Said
information will be kept confidential and secure and shall not be used without the express consent of the data subject.
Definition of “Confidential Information”:
Each party agrees to keep confidential all information disclosed to it by the other party that is designated in writing as confidential or that reasonably should be considered confidential given the nature of the information and the circumstances surrounding its disclosure (the “Confidential Information”).
The receiving party shall not use or disclose any Confidential Information of the disclosing party for any purpose outside the scope of this Agreement, except with the disclosing party's prior written permission. Each party agrees to protect the confidentiality of the Confidential Information of the other party in the same manner that it protects the confidentiality of its own proprietary and confidential information of like kind, but in no event shall either party exercise less than reasonable care in protecting such Confidential Information. If the receiving party is compelled by law to disclose Confidential Information of the
disclosing party, it shall provide the disclosing party with prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the disclosing party's cost, if the disclosing party wishes to contest the disclosure.
The parties acknowledge that the Confidential Information may include personal data, as defined by Republic Act No. 10173, also known as the Data Privacy Act of 2012 (“DPA”), and that they shall comply with the provisions of the DPA and all other relevant data privacy laws and regulations in the collection, use, processing, and storage of such personal data. The parties shall implement appropriate technical, organizational, and physical measures to ensure the security and confidentiality of the personal data and to prevent unauthorized access, disclosure, or processing."
5. Data Protection
a. Definition of Personal Data: For the purposes of this clause, "Personal Data" refers to any information that can be used to identify an individual, including but not limited to full name, ID number, photo, email address, contact number, company name and address.
b. Collection of Personal Data: We will collect Personal Data from you when you register to HRIS & Payroll subscription service. We may also collect Personal Data from other sources with your consent or where permitted by law.
c. Use of Personal Data: We will use your Personal Data to provide you with our product and to improve our services.
d. Disclosure of Personal Data: We may disclose your Personal Data where required by law or where necessary to protect our rights, property, or safety.
e. Data Security: We will take reasonable steps to protect your Personal Data from unauthorized access, use, or disclosure. We will use industry-standard encryption and other security measures to protect your Personal Data.
f. Retention of Personal Data: We will retain your Personal Data for as long as necessary to provide you with our product and to comply with our legal obligations. We will also retain your Personal Data for a reasonable period after you cease using our services in order to maintain our records.
g. Changes to this Clause: We may amend this data protection clause from time to time to reflect changes in our practices or for legal reasons. We will provide you with notice of any changes and obtain your consent if required by law.
6. Limitation of Liability
In no event shall we be liable for any indirect, special, incidental, consequential or exemplary damages arising out or in connection with HRIS & Payroll Subscription Service, including without limitation, damages for loss of profit, loss of data, business interruption , or any other commercial damages or losses even if we have been advised of the possibility thereof.
7. Governing Law and Jurisdiction
This Clause shall be governed by and construed in accordance with Philippine law. Any dispute arising out of or in connection with this Clause shall be submitted to the exclusive jurisdiction of the courts of the Philippines.
8. Entire Agreement
These Terms and Conditions constitute the entire agreement between you and us with respect to the HRIS & Payroll subscription service and supersede all prior or contemporaneous communications and proposals, whether oral or written, between you and us with respect to the HRIS & Payroll subscription service.