Terms of Service

1. Introduction

Welcome to NEXT GEN PAYON. These Terms of Service ("Terms") govern your access to and use of the NEXT GEN PAYON platform, website, and services (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not access or use our Services.

NEXT GEN PAYON PRIVATE LIMITED ("NEXT GEN PAYON," "we," "us," or "our") provides a payroll management platform designed to help businesses streamline their payroll processes, ensure compliance, and enhance employee satisfaction.

Please read these Terms carefully as they contain important information regarding your legal rights, remedies, and obligations. These Terms include various limitations and exclusions, a clause that governs the jurisdiction and venue of disputes, and obligations to comply with applicable laws and regulations.

2. Definitions

Throughout these Terms, the following definitions apply:

• "Account" means a unique account created for you to access our Services.
• "Client" means any business or organization that registers for and uses our Services.
• "Content" means any information, data, text, software, graphics, messages, or other materials that are uploaded, transmitted, or otherwise made available through the Services.
• "User" means any individual who accesses or uses the Services, including Clients and their authorized representatives.
• "Subscription" means the recurring payment arrangement for continued access to the Services.
• "Effective Date" means the date you first access or use the Services.
• "Personal Data" means any information relating to an identified or identifiable natural person.

3. Service Usage Terms

3.1 Account Registration

To use certain features of the Services, you must register for an account. When you register, you agree to provide accurate, current, and complete information about yourself and your business. You are responsible for safeguarding your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized use of your account.

3.2 Service Availability

We strive to ensure that our Services are available 24/7. However, we do not guarantee that the Services will be available at all times. We may experience hardware, software, or other problems, or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time without notice.

3.3 Service Modifications

We reserve the right to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.

3.4 Third-Party Services

Our Services may integrate with or contain links to third-party websites or services that are not owned or controlled by NEXT GEN PAYON. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that NEXT GEN PAYON shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.

4. User Responsibilities

4.1 Compliance with Laws

You agree to use the Services in compliance with all applicable local, state, national, and international laws, rules, and regulations. You are solely responsible for ensuring that your use of the Services complies with applicable law.

4.2 Prohibited Activities

You agree not to engage in any of the following prohibited activities:

• Using the Services for any illegal purpose or in violation of any local, state, national, or international law;
• Violating or infringing other people's intellectual property, privacy, publicity, or other legal rights;
• Impersonating another person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity;
• Interfering with or disrupting the Services or servers or networks connected to the Services;
• Attempting to gain unauthorized access to the Services, user accounts, or computer systems or networks;
• Harvesting or collecting email addresses or other contact information of other users from the Services;
• Using the Services in any manner that could disable, overburden, damage, or impair the Services;
• Using any robot, spider, or other automatic device, process, or means to access the Services for any purpose;
• Introducing any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
• Attempting to decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services.

4.3 Content Responsibility

You are solely responsible for all Content that you upload, post, email, transmit, or otherwise make available via the Services. You represent and warrant that: (i) you own or control all rights in and to your Content and have the right to grant the licenses granted herein; and (ii) your Content does not violate these Terms.

4.4 Data Accuracy

You are responsible for ensuring that all data provided to NEXT GEN PAYON, including but not limited to employee information, payment details, and tax information, is accurate, complete, and up-to-date. NEXT GEN PAYON is not responsible for any errors or issues arising from inaccurate or incomplete data provided by you.

5. Payment Terms

5.1 Subscription Fees

Access to the Services requires payment of subscription fees as specified on our website or as agreed upon in a separate written agreement. All fees are exclusive of taxes, which will be added to your subscription where applicable.

5.2 Billing Cycle

Subscription fees are billed in advance on a monthly or annual basis, depending on the subscription plan you select. By providing your payment information, you authorize us to charge your payment method for the subscription fees at the beginning of each billing cycle.

5.3 Transaction Fees

In addition to subscription fees, certain services may incur transaction fees, such as fees for processing payments or disbursements. These fees will be clearly disclosed to you before you incur them.

5.4 Late Payments

If your payment method is declined or if you fail to pay any fees when due, we may suspend your access to the Services until payment is received. Late payments may be subject to late fees or interest charges as permitted by law.

5.5 Price Changes

We reserve the right to change our prices at any time. If we change our prices, we will provide notice of the change on our website or by email at least 30 days before the change takes effect. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the changed amount.

5.6 Refunds

All fees are non-refundable, except as expressly provided in these Terms or as required by law. If you cancel your subscription, you will not receive a refund for any fees already paid.

6. Intellectual Property Rights

6.1 Ownership of Services

The Services, including all content, features, and functionality thereof, are owned by NEXT GEN PAYON or its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. These Terms do not grant you any rights to use the NEXT GEN PAYON name, logo, or other trademarks.

6.2 License to Use Services

Subject to your compliance with these Terms, NEXT GEN PAYON grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

6.3 User Content License

By uploading, posting, or otherwise making available any Content via the Services, you grant NEXT GEN PAYON a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such Content solely for the purpose of providing and improving the Services.

6.4 Feedback

If you provide us with any feedback or suggestions regarding the Services ("Feedback"), you hereby assign to NEXT GEN PAYON all rights in such Feedback and agree that NEXT GEN PAYON shall have the right to use and fully exploit such Feedback in any manner it deems appropriate. NEXT GEN PAYON will treat any Feedback you provide as non-confidential and non-proprietary.

7. Privacy Policy

Our Privacy Policy, available at www.nextgenpayon.com/privacy-policy, describes how we collect, use, and share information about you when you use our Services. By using the Services, you consent to our collection, use, and sharing of information as described in our Privacy Policy.

7.1 Data Processing

In providing the Services, NEXT GEN PAYON may process Personal Data on your behalf. In such cases, you remain the data controller, and NEXT GEN PAYON acts as a data processor. Our obligations with respect to such processing are set forth in our Data Processing Agreement, which forms part of these Terms.

7.2 Security Measures

NEXT GEN PAYON implements appropriate technical and organizational measures to protect Personal Data processed through the Services. However, no method of transmission over the Internet or method of electronic storage is 100% secure. Therefore, while we strive to use commercially acceptable means to protect your Personal Data, we cannot guarantee its absolute security.

8. Limitation of Liability

8.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

NEXT GEN PAYON DOES NOT WARRANT THAT: (A) THE SERVICES WILL FUNCTION UNINTERRUPTED, SECURE, OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY ERRORS OR DEFECTS WILL BE CORRECTED; (C) THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS.

8.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NEXT GEN PAYON, ITS AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICES.

IN NO EVENT SHALL NEXT GEN PAYON'S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES EXCEED THE GREATER OF: (A) THE AMOUNT PAID BY YOU TO NEXT GEN PAYON FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE DATE OF THE EVENT GIVING RISE TO THE LIABILITY; OR (B) ₹100,000.

8.3 Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain types of damages. Accordingly, some of the above limitations may not apply to you.

9. Termination

9.1 Termination by You

You may terminate your account and subscription at any time by following the instructions on our website or by contacting us at support@nextgenpayon.com. Upon termination, your right to use the Services will immediately cease.

9.2 Termination by NEXT GEN PAYON

We may terminate or suspend your account and access to the Services immediately, without prior notice or liability, for any reason, including, without limitation, if you breach these Terms. Upon termination, your right to use the Services will immediately cease.

9.3 Effects of Termination

Upon termination of your account:

• All licenses granted to you under these Terms will immediately terminate;
• You will no longer have access to your account or the Services;
• We may delete your Content and account information;
• You will remain liable for all amounts due under your account up to and including the date of termination;
• Sections of these Terms that, by their nature, should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

9.4 Data Retention

After termination, we may retain your data for a limited period as required by law or for legitimate business purposes, such as complying with legal obligations, resolving disputes, and enforcing our agreements.

10. Dispute Resolution

10.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions.

10.2 Informal Dispute Resolution

Before filing a claim against NEXT GEN PAYON, you agree to attempt to resolve the dispute informally by contacting us at legal@nextgenpayon.com. We'll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 30 days of submission, you or NEXT GEN PAYON may proceed with filing a formal proceeding.

10.3 Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms, including the validity, invalidity, breach, or termination thereof, shall be settled by arbitration in Mumbai, India, in accordance with the Arbitration and Conciliation Act, 1996. The arbitration shall be conducted by a sole arbitrator appointed by mutual agreement of the parties. The language of the arbitration shall be English.

10.4 Waiver of Class Actions

YOU AND NEXT GEN PAYON AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

11. Amendments

11.1 Modifications to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

11.2 Continued Use

By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Services.

12. Contact Information

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