Leave Balance - Terms & Conditions

1. OBJECTIVE AND OVERVIEW OF THE AGREEMENT

The objective of this agreement is the registration for the use of the Leave Balance service ("The Service"). This service is provided by Leave Balance, a company established in Newroad, 22, Kathmandu, Nepal.

This document sets out the terms and conditions under which the service may be used.

A copy of the latest version of this agreement can be read by clicking on the 'terms' link in the footer of every web page on the site. The latest terms and conditions are located at https://www.leavebalance.com/terms

This agreement may be updated by us, at any time and at our sole discretion. If we do so, we will notify you at the email address you provide in your registration information. If you do not agree with the changes, you can cancel your account with us without further obligation, except for the amount due for the balance of the billing period in which you cancel your account. Unless otherwise specified, any changes or modifications will be effective immediately upon posting of the revisions on the Site, and your continued use of the Site after such time will constitute your acceptance of such changes or modifications. You should from time to time review the Terms and any policies and documents incorporated in them to understand the terms and conditions that apply to your use of the Site. The Terms will always show the 'last updated' date at the top. If you do not agree to any amended Terms, you must stop using the Site. If you have any questions about the Terms, please email us at admin@leavebalance.com.

The services we provide through the Site are for your own use only. You may not resell, lease or provide them in any other way to anyone else.

2. DEFINITIONS

1. "The Service" means the Leave Balance Service as detailed in section 4 of this document.
2. "The Site" means the web site from where the Service is provided.
3. "Service Provider" means Leave Balance, Reg. 180887/074/075, with its registered address at Newroad, 22, Kathmandu, Nepal.
4. "We" or "Us" or "Our" means the Service Provider.
5. "Customer" means the business entity buying the service.
6. "You" or "Your" means the customer.
7. "User" means the employees of the customer (business entity) who access the service.
8. "Effective Date" means the date you accepted this agreement.
9. "Content" means all information, data, logos, marks, designs, graphics, pictures, sound files, other files, and their selection and arrangement.
10. "User Content" means content provided by Users, whether they are Customers or other Users.

3. ACCEPTANCE OF THE TERMS AND CONDITIONS

You must read this agreement carefully before indicating acceptance by clicking the "Register" button at the end of the registration process. By clicking the "accept" button you also agree that any and all personal information obtained from you by the service provider relating to this agreement is subject to the service provider's privacy policy, located at https://www.leavebalance.com/privacy.

If you do not agree to any of the terms of this agreement, including the privacy policy, click on the "I do not accept" button at the end of this agreement and you will not be permitted to access and use the Leave Balance service.

This agreement is a legally binding agreement between you and the service provider, effective as of the effective date. By accepting the terms and conditions of this Agreement, you also represent and warrant that you are 18 years of age or older and that if you have accepted the terms and conditions of this Agreement on behalf of any business (such as a corporation, partnership, limited liability company or other organization) or other entity, you represent and warrant that you have legal authority to do so.

You must provide current and accurate contact, identification, and other information that may be required as part of the registration process and/or continued use of the Service. You are responsible for maintaining the confidentiality of your Service password and account, and are responsible for all activities that occur thereunder. The service provider reserves the right to refuse the Service without notice to anyone, at any time, for any reason.

4. DEFINITION OF THE SERVICE

The Leave Balance Service is an internet based software as a service application that allows customers to manage employee leave within their organisation.

The full list of functions and features is available at https://www.leavebalance.com/features.

5. CUSTOMER OBLIGATIONS

1. After you register on the Leave Balance website, you will receive login names and passwords for your use of the service.
2. You are responsible for keeping your login names and passwords confidential.
3. You will be responsible for all uses of your password and account. You will immediately notify the service provider of any unauthorized use of your password.
4. Pay the charges with a nominated debit/credit card or bank payment to a nominated bank account. All transactions will be processed in United States Dollars (USD).
5. The service provider cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.

6. USERS OBLIGATIONS

1. Only use the service for legitimate personal or business use;
2. Not use the service to commit or encourage a criminal offense;
3. Not use the service to send pro-actively, receive, upload, download, use or re-use any information or material which is offensive, abusive, indecent, defamatory, obscene or menacing, harmful to minors or in breach of confidence, copyright, privacy or any other rights;
4. Not use the service to do anything which is contrary to the acceptable use policies of any connected networks and Internet standards;
5. Not use the service to insert or knowingly or recklessly transmit or distribute a virus;
6. Not seek unauthorized entry into the service;
7. Not hack into any aspect of the service;
8. Not knowingly corrupt data;
9. Not circumvent, or attempt to seek to circumvent, any of the security safeguards of the service or any of its service partners;
10. Not use any domain name or mailbox name within the service so as to infringe upon the rights of any other person whether in statute or common law, in a corresponding trade mark or name;
11. Not use the service to send or provide any unsolicited advertising or other promotional material, commonly referred to as "spam" by email or by any other electronic means;
12. Not use the service to send email or any other type of electronic message with the intention or result of affecting the performance or functionality of any computer facilities;
13. Not use the service in a way that does not comply with the terms of any legislation or any license applicable to you or that is in any way unlawful;

7. SERVICE PROVIDER'S OBLIGATIONS

1. Provide you with login details that are specific to your use of the service;
2. Provide you with access to the service via a website address and login details that are specific to your use of the service;
3. Provide a service as defined in the Service Offer, which is published separately on the Leave Balance website at https://www.leavebalance.com
4. Invoice you for the Charges incurred through the use of service by your Users and collect or require payment for the charges within ten days of the invoice date;
5. Regularly update the Service, including, but not limited to, updating the application designs and features;
6. Handle any personal information you might supply to us when you use the service in accordance with the Leave Balance Privacy Policy, which can be found on the Leave Balance website.

8. FEES; CHARGES; TAXES

Fees and any other charges for the use of the Site are described on the Site. They may change from time to time. If we change them, we will give you at least 30 days' notice. If they do change, your continued use of the Site after the change indicates your agreement with the new fees and charges after the effective date of the change. Any change to fees and other charges will not be applicable to the billing period in which the change occurs. You are responsible for all taxes applicable to the fees in any applicable jurisdiction. All transactions are processed in United States Dollars (USD). Payment can be made via the methods specified on the Site.

9. SECURITY, TRANSMISSION AND STORAGE OF CONTENT

The service provider will use commercially reasonable security measures for authentication and encryption of Client Data and will take such other security measures as may be required by regulatory authorities with jurisdiction over the Service. You acknowledge that transmission of data over the internet may not be fully secure, even after such reasonable security measures have been taken and You will hold the service provider harmless from the dissemination, misappropriation, loss or corruption of the Client Data caused by third parties, except to the extent such issues are directly caused by our gross negligence or willful misconduct.

All information, data, text, software, graphics, messages, files, account settings, or other data materials relating to your account ("Content"), are the sole responsibility of the person from whom such Content originated. You warrant and represent that you, and not the service provider, are entirely responsible for all Content that you upload, post, email, transmit, or otherwise receive or make available via the Service. The service provider does not control the Content transmitted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent, or objectionable. To the fullest extent permitted by applicable law, under no circumstances will the service provider be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted, or otherwise made available via the Service.

The service provider, at its sole discretion, may or may not filter Content, but that the service provider and its agents and affiliates reserve the right, but have no obligation, at their sole discretion to pre-screen, refuse, or move any Content that is available via the Service. Without limiting the foregoing, the service provider and its agents and affiliates reserve the right to remove any Content that violates the terms of service or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content posted, emailed, transmitted, or otherwise made available via the Service. You are solely responsible for maintaining copies of and replacing any User Content you post or store on the Site.

10. OWNERSHIP, COPYRIGHT AND TRADEMARKS

User Content is that User's property. For example, data about its Customers and about requests for leave entries that a user provides to the Site is User Content of that user, data about its payments that a Customer provides to the Site is User Content of that Customer. The service provider's only right to that User Content is the limited licenses to it granted in these Terms. Other than the User Content, the Site, all Content and all software available on the Site or used to create and operate the Site is the property of the service provider or its licensors, and is protected by the copyright laws of Nepal and international copyright laws, and all rights to the Site, such Content and such software are expressly reserved. All trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by the service provider. Your User Content is your responsibility. To the fullest extent permitted by applicable law, we have no responsibility or liability for it, or for any loss or damage your User Content may cause to other people.

11. CONTRACT DURATION AND TERMINATION

The initial term is agreed upon during registration. This term will automatically renew for successive terms of the same duration unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term, or as otherwise specified during the registration process.

This Agreement will run from the effective date stated in the registration process and will continue for the selected period unless terminated by either party as set out in this Clause.

We may also terminate this Agreement or suspend the performance of the service to you, at our sole discretion, immediately and without notice if:

1. you breach any material provision of this Agreement and fail to cure such breach within thirty (30) days after receiving written notice of the breach; or
2. bankruptcy or other insolvency proceedings are brought against you; or
3. you are no longer able lawfully to receive the Service; or
4. we do not receive payment of the Charges due within thirty (30) days of the due date.

You may also terminate this Agreement upon material breach by the service provider, if such material breach remains uncured for thirty (30) days following written notice to the service provider. This cure period shall be extended by delays caused by events beyond the reasonable control of the service provider.

After the initial term, you may terminate this Agreement upon thirty (30) days written notice to the service provider or cancellation via the service website with at least thirty (30) days notice. Upon termination, your right to access and use the Service will immediately cease.

12. CANCELATION AND REFUND POLICY

Cancellation: You can cancel your subscription to the Service at any time through the account settings on the Leave Balance website. The effective date of cancellation will be the end of your current billing period, and you will continue to have access to the Service until that date.

Refunds: Unless otherwise stated in a separate agreement, fees paid are non-refundable. However, at our sole discretion, we may offer a partial or full refund in exceptional circumstances, such as significant and continuous failure of the Service to perform as described, provided you have made reasonable efforts to resolve the issue with our support team. Refund requests must be submitted in writing to our support email (support+leavebalance@truemark.dev) within fourteen (14) days of the issue arising. We will review such requests on a case-by-case basis. No refunds will be provided for unused portions of a subscription term.

13. LIMITED LICENCE OF CONTENT

The service provider grants you a limited, revocable, non-exclusive, non-sublicensable license to access the Site and to view, copy and print the portions of the Content available to you on the Site. Such license is subject to these Terms, and specifically conditioned upon the following: (i) you may only view, copy and print such portions of the Content for your own internal business use; (ii) you may not modify or otherwise make derivative works of the Site or the Content, or reproduce, distribute or display the Site or any Content (except for page caching) except as expressly permitted in these Terms; (iii) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content; (iv) you may not use any data mining, robots or similar data gathering or extraction methods; and (v) you may not use the Site or the Content other than for its intended purpose.

Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted in this Section, this Agreement and your account with us. Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. The license in this Section is revocable by the service provider at any time. You represent and warrant that your use of the Site and the Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. To request permission for uses of Content not included in this license, you may contact the service provider via the contact details on the website.

14. WARRANTY DISCLAIMER

To the fullest extent permitted by applicable law, the Site, the Content and the services provided by the Site are provided to you on an "as is" and "as available" basis without warranties from the service provider of any kind, either express or implied. The service provider expressly disclaims all other warranties, express or implied, including without limitation implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. The service provider does not represent or warrant that Content is accurate, complete, reliable, current or error-free, and expressly disclaims any warranty or representation as to the accuracy or proprietary character of the Site, the Content or any portion thereof. While the service provider attempts to make your access to and use of the Site safe, it does not represent or warrant that the Site or any Content are free of viruses or other harmful components.

15. LIMITATION OF LIABILITY

To the fullest extent permitted by applicable law, in no event shall Leave Balance, nor its subsidiaries, affiliates, officers, agents, and employees be liable for any indirect, incidental, special, consequential or punitive damages (including, without limitation, damages for loss of profits, data, use, goodwill, or other intangible losses) arising out of or relating to your access to or use of, or your inability to access or use, the Service or any Content on the Site, whether based on warranty, contract, tort (including negligence), statute or any other legal theory, whether or not Leave Balance has been informed of the possibility of such damage. In any case, the aggregate liability of Leave Balance to you for all claims arising out of or relating to the use of or inability to use the Service will not exceed the total amount of fees actually paid by you to Leave Balance for the Service during the twelve (12) months immediately preceding the date the claim arose.

16. INDEMNITY

You agree to defend, indemnify and hold harmless the service provider, and its subsidiaries, affiliates, officers, agents, and employees from and against any third party claim arising from or in any way related to your use of the Service, your User Content, your violation of these Terms, or your violation of any rights of another, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs, and attorney fees, of every kind and nature.

17. GOVERNING LAW

The terms and conditions shall be governed by and construed in accordance with the laws of Nepal, without regard to its conflict of law principles. You agree to submit to the exclusive jurisdiction of the courts located in Kathmandu, Nepal for the resolution of any disputes arising out of or relating to these Terms or the Service.