Terms of Service

1. Agreement to Terms

By accessing or using Wage Payroll's services, you agree to be bound by these Terms of Service and all applicable laws and regulations. If you do not agree with any of these terms, you are prohibited from using or accessing our services. In these Terms, "you" means the organization that holds the account, and "your users" means everyone you allow to use it.

2. Acceptable Use

Permission is granted to access and use Wage Payroll's services for the payroll and workforce administration of your own organization. This is a grant of a license, not a transfer of title, and under this license you agree not to:

• Modify, copy, resell, sublicense or "mirror" the service, or make it available to anyone outside your organization
• Reverse engineer, decompile, disassemble or attempt to derive the source code of the service
• Remove or obscure any copyright, trademark or other proprietary notice
• Probe, scan, test the vulnerability of, or breach the security or authentication measures of the service or any related system, or carry out a penetration test or vulnerability scan, without our prior written consent
• Crawl, scrape, harvest or extract data from the service by automated means, or use it to build a competing product
• Enter fraudulent, fictitious or misleading employee records, tax or national identification numbers, or use the service for money laundering, tax evasion or any other unlawful purpose
• Access, or attempt to access, records belonging to another organization
• Introduce malware, or use the service in a way that interferes with its normal operation, integrity or performance

3. Service Description

Wage Payroll provides cloud-based payroll management software that enables businesses to manage employee records, track attendance, process payroll, and generate reports. We offer a single subscription plan, priced as described on our pricing page.

4. Account Registration and Security

To use our services, you must:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security of your password and account
• Accept all responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized use of your account

The account, and the data in it, belongs to your organization. You are responsible for:

• Granting, reviewing and revoking access for your users, and for the roles and permissions you give them
• Removing access promptly when someone leaves your organization or no longer needs it
• Keeping every login credential confidential, and making sure your users do not share accounts or credentials
• Enforcing strong passwords and, where available, two-factor authentication for your users
• Everything that happens under your account, whether or not you authorized it

Notify us immediately at support@wage-payroll.com if you believe a credential has been compromised or that someone has access they should not have. We may suspend access to protect your account or other customers.

5. Payment Terms

For paid subscriptions:

• Fees are billed monthly in arrears, for the month that has just ended
• Fees are non-refundable except as set out in our Refund Policy
• You authorize us to charge your payment method for all fees
• Prices are subject to change with 30 days notice
• Failure to pay may result in service suspension or termination
• Volume discounts apply automatically based on employee count

Payments for paid subscriptions are processed securely by our payment provider, FastSpring. Refunds are handled in accordance with our Refund Policy.

6. Data Ownership and Privacy

You retain all rights to the data you input into our system. We do not claim ownership of your employee data, payroll information, or any other content you provide. However, you grant us a license to use, store, and process this data solely for the purpose of providing our services to you. We will not sell or share your data with third parties except as necessary to provide our services or as required by law.

For the employee and payroll records you submit, your organization is the controller and Wage Payroll acts as the processor (or the equivalent roles under your local law). We process that data on your instructions and only to provide, support, secure and improve the service, or where the law requires it. We do not sell it, and we do not use it for our own marketing.

You are responsible for the lawfulness, accuracy and completeness of the data you submit, and for having the rights, notices and consents needed to submit it. We may rely on what you give us without independently verifying it, and you are responsible for reviewing all output before you approve or use it.

A Data Processing Addendum covering sub-processors, security measures and international transfers is available on request at support@wage-payroll.com, and forms part of these Terms once we agree it with you.

How we handle personal data, which sub-processors we use and what rights you have is set out in our Privacy Policy, which forms part of these Terms.

7. Inadvertent Data Access and Notification Obligations

If you or any user under your account accesses, receives, views or becomes aware of any information, employee records, or payroll data through the service that does not belong to your organization or that you are not explicitly authorized to view ("Misdirected Data"), you agree to:

1. Immediately cease viewing, accessing, downloading or processing such Misdirected Data, and immediately instruct your users to do the same
2. Notify Wage Payroll immediately via support@wage-payroll.com, with the details of what occurred
3. Permanently delete, destroy, or purge any local copies, screenshots, or records of the Misdirected Data in your possession or control, except for the minimum you are required to keep by law or that is strictly necessary to help us investigate; anything you keep remains confidential and may not be used for any other purpose
4. Not notify the affected organization, its employees or any other third party about the Misdirected Data — all notification is coordinated by us

This section applies to everyone who uses your account, and you are responsible for their compliance with it.

Prohibition on Sharing: You strictly agree not to copy, retain, distribute, disclose, or share any Misdirected Data with any third party, including your employees or external parties. Any unauthorized sharing or disclosure of Misdirected Data constitutes a material breach of these Terms.

Liability and Indemnification: In the event of a breach of this section, Wage Payroll reserves the right to immediately suspend or terminate your account without notice. Furthermore, you agree to be liable for any direct or indirect damages, regulatory exposure, or legal costs incurred by us or affected third parties resulting from your unauthorized retention, use, or disclosure of Misdirected Data, and you agree to indemnify Wage Payroll against any related third-party claims. This section survives the termination of these Terms.

8. Service Availability

While we strive to provide uninterrupted service, we do not guarantee that our services will be available at all times. We may experience hardware, software, or other problems that could lead to service interruptions, delays, or errors. We reserve the right to interrupt service for maintenance, updates, or other reasonable purposes with or without notice.

9. Beta Features

We may make beta, pilot or pre-release features available to you, and we may label a market, feature or report as beta. Beta features are provided "as is" and "as available": they are excluded from any availability commitment, we may change or withdraw them at any time without notice, and their calculations, forms or files may be incomplete or inaccurate. Do not rely on a beta feature as your only control for a statutory filing, payment or declaration — check the output before you use it.

10. Intellectual Property and Feedback

The service — including its software, design, text, graphics, calculators, reports and documentation — is owned by Wage Payroll or its licensors and is protected by copyright, trademark and other laws. All rights not expressly granted to you are reserved.

If you send us feedback, suggestions, feature requests, ideas, survey responses or other comments ("Feedback"), you grant us an unlimited, irrevocable, perpetual, worldwide, sublicensable, transferable, royalty-free license to use, modify and commercialize that Feedback as we see fit, without notice, obligation or compensation to you. Feedback is given voluntarily and is not confidential.

You keep all rights in your own data, as described in section 6. We may use aggregated and de-identified information to operate, measure and improve the service, provided it does not identify you, your employees or your organization.

11. No Professional Advice; No Guaranteed Outcomes

Wage Payroll is software. It calculates and records payroll from the rates, rules and parameters that apply to your market and the information you enter. It does not provide legal, tax, accounting, financial, actuarial or employment advice, and our support team cannot give it. You remain responsible for complying with every law that applies to you as an employer, and for the accuracy and timeliness of each filing, payment, declaration, payslip and report.

Unless we have expressly agreed otherwise in writing, we do not file or pay anything on your behalf: you review and approve the output before you use it. We do not guarantee any particular result, saving, penalty avoidance or outcome.

12. Termination and Suspension

Either party may terminate this agreement at any time. You may cancel your subscription through your account settings. We may terminate or suspend your access immediately, without prior notice, for any reason, including breach of these Terms. Upon termination, your right to use the service will immediately cease, and we will provide you with an opportunity to export your data.

We may also suspend or terminate your access immediately, without prior notice, if we reasonably believe the account is being used unlawfully, fraudulently or to access another organization's data, or in a way that risks the security or integrity of the service or harms other customers.

Provisions that by their nature should survive termination survive it, including sections 6, 7, 10, 13, 14, 15, 17, 18 and 19.

13. Disclaimer of Warranties

To the maximum extent permitted by applicable law, the service is provided "as is" and "as available", without warranty of any kind. We disclaim all implied warranties, including merchantability, fitness for a particular purpose, title and non-infringement. We do not warrant that the service will be uninterrupted, timely, secure or error-free, or that any calculation, rate, form, report or exchange file will be accurate or accepted by a tax authority, pension fund, bank or other third party. You use the service at your own risk.

14. Limitation of Liability

Wage Payroll shall not be liable for any indirect, incidental, special, consequential, or punitive damages resulting from your use or inability to use the service. Our total liability shall not exceed the amount you paid us in the twelve months preceding the claim. Some jurisdictions do not allow the exclusion of certain warranties or the limitation of liability, so these limitations may not apply to you.

To the extent permitted by law, we are not liable for loss or damage resulting from: data or instructions you or your users provide, or our reliance on them; your delay in providing information we need; your breach of applicable law; unauthorized third-party access to your account, or the sharing of your credentials; your failure to follow our instructions or to review output before using it; a third-party service you choose to connect; or an event outside our reasonable control.

15. Indemnification

To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless Wage Payroll and its officers, directors, employees, agents and affiliates from and against any claims, actions, losses, damages, fines, regulatory exposure and reasonable legal and accounting costs arising out of or relating to: your or your users' use of the service; the data you submit; your breach of these Terms, including section 7; your violation of any law or third-party right; negligent, fraudulent or willful misconduct by you or your users; or our reliance on information or instructions you give us.

This applies whether or not a claim has merit, and it survives termination. Amounts payable under this section are not limited by section 14.

16. Changes to Terms

We reserve the right to modify these terms at any time. We will notify you of any changes by posting the new Terms of Service on this page and updating the "Last updated" date. Your continued use of the service after any such changes constitutes your acceptance of the new Terms of Service.

17. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Suriname, without regard to its conflict of law provisions. Any disputes arising from these terms or your use of our services shall be resolved in the courts of Suriname.

18. Dispute Resolution and Arbitration

Most concerns are settled by our support team. Before either party starts arbitration, both of us agree to try to resolve the dispute informally first: you write to support@wage-payroll.com describing the problem and the outcome you want, and we will respond and attempt to settle it. If it is not resolved within 60 days of that notice, either party may start arbitration.

Any dispute, claim or controversy arising out of or relating to these Terms, the service or your account — including its existence, validity, interpretation, breach or termination — will be finally resolved by arbitration and not by a court, except in the cases listed below. This applies whether the claim is based on contract, tort, statute or otherwise.

The following may still be brought before the courts of Suriname:

• A request for interim, injunctive or protective measures to prevent harm while the arbitration is pending
• An action to enforce an arbitral award, or to collect fees and other amounts more than 60 days overdue
• A claim for infringement or misuse of either party's intellectual property, or a claim that the other party has breached section 2 (Acceptable Use) or section 7 (Inadvertent Data Access)
• Any claim that applicable law does not allow to be decided by arbitration

The arbitration will be seated in Paramaribo, Suriname, and conducted under the UNCITRAL Arbitration Rules by a single arbitrator. The parties will agree on the arbitrator within 30 days; failing that, the arbitrator will be appointed by the appointing authority the parties designate or, failing that, by the court of Suriname. The language of the arbitration is Dutch or English, as the arbitrator decides. The arbitrator may not award damages excluded by section 14, or any remedy a court of Suriname could not award. The award is final and binding on both parties and may be enforced in any court of competent jurisdiction.

Each party may bring claims against the other only in an individual capacity, and not as a claimant or member of any collective, consolidated, representative or class proceeding. The arbitrator may not consolidate more than one party's claims, and may not preside over any form of representative proceeding.

Each party bears its own legal costs and an equal share of the arbitrator's fees and the costs of the arbitration, unless the award provides otherwise. The arbitration, the submissions and the award are confidential, except where disclosure is required by law, is necessary to enforce or challenge the award, or is made to a party's professional advisers.

You may opt out of this section within 30 days of first accepting these Terms (or, for an existing account, within 30 days of the date this version is posted) by emailing support@wage-payroll.com with your company name and a statement that you opt out of arbitration. Opting out affects only this section: everything else in these Terms, including section 17, continues to apply, and disputes are then resolved by the courts of Suriname.

If a court or the arbitrator finds that part of this section is unenforceable, the rest of this section still applies and the unenforceable part will be limited or removed. If the agreement to arbitrate is held unenforceable as a whole, disputes will be resolved by the courts of Suriname under section 17.

19. General

These Terms, together with our Privacy Policy, our Refund Policy and any written order or agreement between us, are the entire agreement between us on this subject, and replace any earlier agreement or understanding. If a provision is found to be unenforceable, it will be limited or removed and the rest will stay in force. You may not assign or transfer these Terms without our written consent; we may assign them to an affiliate or as part of a merger, acquisition or sale of assets. Our failure to enforce a provision is not a waiver of it. Notices to you may be given by email to the primary account contact or by posting them in the service; notices to us must be sent to support@wage-payroll.com.

We are not liable for a delay or failure to perform caused by something outside our reasonable control, including acts of God, changes in law, war, terrorism, civil unrest, labor disputes, internet or hosting failures, power outages, cyber-attacks, or the acts or omissions of third parties.

Accepting these Terms electronically creates a binding agreement. Neither party will argue that an electronic acceptance is not a valid and binding signature.

20. Contact Information

If you have any questions about these Terms of Service, please contact us at: