Terms of Service

1. Definitions

In these Terms of Service, the following terms have the meanings given below:

2. Service description

Peymatrix provides a cloud-based human resources management platform (the “Service”) that includes modules for payroll processing, leave management, attendance tracking, employee records, onboarding and offboarding workflows, performance management, recruitment, expense management, asset management, and AI-powered HR automation features. The specific modules available to the Customer depend on the plan and Order Form in effect.

Subject to these Terms and payment of applicable fees, Peymatrix grants the Customer a limited, non-exclusive, non-transferable right to access and use the Service during the Subscription Term, solely for the Customer's internal HR operations and for the benefit of the Customer's employees and workforce.

2.1 Service availability

Peymatrix will use commercially reasonable efforts to make the Service available 24/7. Target uptime is 99.9% per calendar month for Growth and Enterprise plans, and 99.5% for Starter plans, excluding scheduled maintenance and force majeure events. Scheduled maintenance will be notified at least 48 hours in advance and performed outside business hours (IST) wherever practicable.

2.2 Modifications to the Service

Peymatrix may modify, update, or enhance the Service from time to time, including adding or removing features. We will provide reasonable notice of material changes that adversely affect existing functionality. We will not materially reduce the core functionality of the Service without offering the Customer the option to terminate for cause.

3. Account terms

3.1 Registration

To access the Service, the Customer must register for an account using a valid business email address. The individual registering must have authority to bind the company to these terms. By completing registration, you represent and warrant that all information provided is accurate and that you have such authority.

3.2 Account security

The Customer is responsible for: (a) maintaining the confidentiality of all login credentials; (b) all activity that occurs under the Customer's account; (c) promptly notifying Peymatrix of any unauthorised access or security breach at security@peymatrix.com. Peymatrix will not be liable for loss or damage arising from unauthorised use of an account where such use results from the Customer's failure to maintain credential security.

3.3 Admin responsibilities

The Customer's designated administrators are responsible for configuring access permissions for End Users, ensuring employees are informed about how their data is processed, and complying with applicable employment and data protection laws in the Customer's operating jurisdiction.

3.4 Free trial

New Customers may access the Service free of charge for a 30-day trial period. No credit card is required for the trial. Trial accounts have access to all features of the Growth plan. At the end of the trial period, the Customer must select a paid plan to continue accessing the Service. Trial data is retained for 30 days after trial expiry, after which it is permanently deleted unless the Customer subscribes.

4. Acceptable use

The Customer agrees not to:

• Use the Service to process data of persons who are not employees, contractors, or workers of the Customer
• Attempt to gain unauthorised access to any part of the Service or its infrastructure
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from the Service
• Use the Service to store, transmit, or process data in violation of applicable law, including data protection laws
• Overload, damage, or impair the Service through automated access, scraping, or denial-of-service attacks
• Resell, sublicense, or otherwise make the Service available to any third party without Peymatrix's prior written consent
• Remove or obscure any proprietary notices or branding from the Service
• Use the Service to process data in support of any activity that is unlawful under applicable laws
• Circumvent any access controls, authentication mechanisms, or usage limits
• Use the Service to conduct payroll fraud, misrepresent employment data, or facilitate illegal wage theft

Peymatrix reserves the right to suspend access immediately upon discovering a material violation of this section, with or without advance notice.

5. Payment terms

5.1 Fees

Subscription fees are charged per active employee per month, as set out in the Order Form or pricing page. An “active employee” is any employee record with an active status in the system as of the first day of the billing period. Deactivated employees are not counted. Admin seats are unlimited and do not incur additional charges.

5.2 Billing cycle

Monthly plans are billed in advance on the first day of each calendar month. Annual plans are billed annually in advance. Invoice amounts are based on the active employee count at the billing date. Peymatrix will provide a billing summary at least 3 business days before each charge.

5.3 Taxes

All fees are exclusive of applicable taxes. For Indian Customers, GST at the prevailing rate will be added to all invoices. Customers outside India are responsible for any applicable local taxes (VAT, GST, withholding tax) in their jurisdiction.

5.4 Late payment

If payment is not received within 14 days of the invoice due date, Peymatrix may: (a) suspend access to the Service (with 7 days prior notice); and (b) charge interest on overdue amounts at the rate of 1.5% per month (or the maximum rate permitted by applicable law, whichever is lower). Access will be restored within 24 hours of receipt of overdue payment.

5.5 Refund policy

Annual plan fees paid in advance are not refundable except in the event of termination for cause by the Customer under Section 12.2, in which case a pro-rata refund for unused complete months will be issued. Monthly plan fees are not refundable for a billing period already commenced. Free trial accounts are not eligible for refunds.

5.6 Price changes

Peymatrix will provide at least 60 days' notice before any price increases take effect. Price changes will not affect the current Subscription Term for annual plan Customers — increases apply at the next renewal.

6. Customer data

As between the parties, the Customer retains all ownership of and rights to Customer Data. The Customer grants Peymatrix a limited licence to access, process, and store Customer Data solely for the purposes of providing the Service, providing customer support, and complying with legal obligations.

Peymatrix will process Customer Data in accordance with the Data Processing Agreement and the Privacy Policy, which are incorporated by reference into these Terms.

The Customer is responsible for the accuracy, quality, and legality of Customer Data entered into the Service, obtaining any necessary consents from End Users, and complying with applicable data protection laws in the Customer's jurisdiction.

Upon termination, the Customer may export Customer Data for 30 days. After this period, Peymatrix will delete Customer Data in accordance with the Data Processing Agreement, subject to applicable legal retention obligations.

7. Intellectual property

As between the parties, Peymatrix owns and retains all intellectual property rights in the Service, including all software, AI models, algorithms, product designs, branding, and documentation. These Terms do not grant the Customer any ownership rights in the Service.

The Customer may provide feedback, suggestions, or ideas about the Service (“Feedback”). The Customer grants Peymatrix a perpetual, irrevocable, royalty-free licence to use such Feedback to improve the Service without restriction or compensation to the Customer.

Peymatrix may use anonymised, aggregated, and de-identified data derived from Customer Data to train, improve, and enhance the Service and its AI models. Such derived data does not contain personally identifiable information and is not attributable to the Customer or any individual.

8. Confidentiality

Each party agrees to keep the other party's Confidential Information strictly confidential and not to disclose it to any third party without the prior written consent of the disclosing party, except as required by law. “Confidential Information” means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential.

Customer Data is the Customer's Confidential Information. Peymatrix's pricing, product roadmaps, and non-public technical documentation are Peymatrix's Confidential Information. Obligations of confidentiality survive termination of these Terms for a period of 5 years.

9. Warranties

9.1 Peymatrix warranties

Peymatrix warrants that:

• The Service will perform materially in accordance with the documentation during the Subscription Term
• Peymatrix will implement and maintain appropriate technical and organisational measures to protect Customer Data
• Peymatrix has the rights to grant the licences in these Terms
• The Service does not infringe any third-party intellectual property rights

9.2 Customer warranties

The Customer warrants that:

• It has the legal authority to enter into these Terms
• Customer Data does not infringe any third-party intellectual property rights
• The Customer will comply with all applicable laws in its use of the Service
• The Customer has valid legal bases to process employee data as entered into the Service

9.3 Disclaimer

EXCEPT AS EXPRESSLY SET OUT IN SECTION 9.1, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”. PEYMATRIX DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. PEYMATRIX DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED.

AI-generated recommendations and automated decisions (including leave approvals, compliance alerts, and payroll anomaly detection) are provided as decision-support tools. The Customer remains responsible for final decisions and for verifying the accuracy of AI outputs before acting on them.

10. Limitation of liability

10.1 Mutual exclusion of consequential losses

NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Aggregate cap

EACH PARTY'S TOTAL AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY THE CUSTOMER TO PEYMATRIX IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY; OR (B) INR 10,00,000 (TEN LAKH RUPEES).

10.3 Exceptions

The limitations in Sections 10.1 and 10.2 do not apply to: (a) liability for death or personal injury caused by negligence; (b) liability for fraud or fraudulent misrepresentation; (c) liability arising from a party's breach of confidentiality obligations; or (d) a party's indemnification obligations under Section 11.

11. Indemnification

11.1 By Peymatrix

Peymatrix will defend, indemnify, and hold harmless the Customer from any third-party claim that the Service, as provided, infringes any intellectual property right, provided that: (a) the Customer promptly notifies Peymatrix of the claim; (b) Peymatrix has sole control of the defence; and (c) the Customer provides reasonable assistance. This indemnity does not apply to claims arising from Customer modifications or combinations of the Service with third-party software.

11.2 By Customer

The Customer will defend, indemnify, and hold harmless Peymatrix from any third-party claim arising from: (a) Customer Data; (b) the Customer's use of the Service in violation of these Terms; or (c) the Customer's breach of applicable employment or data protection laws.

12. Termination

12.1 Termination for convenience

Monthly plans: the Customer may cancel at any time from the account settings panel. Cancellation takes effect at the end of the current billing month. No refund is issued for the current month. Annual plans: the Customer may cancel by providing 30 days' written notice. No refund is issued for the remaining annual term, except as provided in Section 12.2.

12.2 Termination for cause

Either party may terminate these Terms immediately upon written notice if:

• The other party materially breaches these Terms and fails to cure the breach within 30 days of written notice
• The other party becomes insolvent, ceases to carry on business, or is subject to insolvency proceedings
• The other party engages in fraud or wilful misconduct in connection with these Terms

If Peymatrix terminates for Customer's cause, all amounts owed become immediately due. If the Customer terminates for Peymatrix's cause, Peymatrix will issue a pro-rata refund for unused complete months on annual plans.

12.3 Effect of termination

Upon termination: (a) all licences granted under these Terms immediately terminate; (b) the Customer may export Customer Data for 30 days after the termination date; (c) after 30 days, Peymatrix will permanently delete all Customer Data, subject to applicable legal retention requirements; (d) all accrued payment obligations survive termination; (e) Sections 7, 8, 9.3, 10, 11, 13, and 14 survive termination.

13. Governing law

These Terms are governed by and construed in accordance with the laws of India, specifically the laws in force in the state of Karnataka, without regard to its conflict of law principles. For Customers contracting with our UK entity (Peymatrix UK Ltd), these Terms are governed by the laws of England and Wales. For Customers contracting with our UAE entity (Peymatrix FZCO), these Terms are governed by the laws of the Dubai International Financial Centre (DIFC).

The applicable contracting entity depends on where the Customer is incorporated. Indian customers contract with Peymatrix Technologies Private Limited. UK and EU customers contract with Peymatrix UK Ltd. UAE and other GCC customers contract with Peymatrix FZCO.

14. Dispute resolution

14.1 Informal resolution

Before initiating formal proceedings, the parties agree to attempt to resolve any dispute informally. The disputing party must send written notice to the other party describing the dispute and the relief sought. The parties will attempt to resolve the dispute within 30 days of such notice.

14.2 Arbitration (India)

For disputes not resolved informally, and where Indian law governs, disputes will be resolved through binding arbitration under the Arbitration and Conciliation Act, 1996. The seat of arbitration will be Bengaluru, Karnataka. The language of arbitration will be English. The arbitral tribunal will consist of a sole arbitrator mutually agreed by the parties.

14.3 Courts (UK and UAE)

For disputes governed by English law, the parties submit to the exclusive jurisdiction of the courts of England and Wales. For disputes governed by DIFC law, the parties submit to the exclusive jurisdiction of the DIFC Courts.

14.4 Injunctive relief

Nothing in this Section prevents either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm, particularly in connection with intellectual property rights or confidentiality obligations.

15. General provisions

15.1 Entire agreement

These Terms, together with the applicable Order Form, DPA, and any annexes, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements, representations, and understandings.

15.2 Order of precedence

In the event of a conflict, the order of precedence is: (1) the Order Form; (2) the Data Processing Agreement; (3) these Terms of Service; (4) any product documentation.

15.3 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable. The remaining provisions will continue in full force and effect.

15.4 Waiver

No waiver of any provision of these Terms will be effective unless in writing. A waiver of any right on one occasion will not constitute a waiver of that right on any future occasion.

15.5 Assignment

Neither party may assign these Terms without the other party's prior written consent, except that Peymatrix may assign these Terms without consent in connection with a merger, acquisition, or sale of all or substantially all of its assets. Any purported assignment in violation of this section is void.

15.6 Force majeure

Neither party will be liable for any delay or failure to perform due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, government actions, internet or infrastructure outages, or pandemics. The affected party will promptly notify the other party and use commercially reasonable efforts to resume performance.

15.7 Notices

Legal notices under these Terms must be in writing and sent to: (a) Peymatrix: legal@peymatrix.com with a copy to the registered office address; (b) Customer: the billing email address on the Customer's account. Notices by email are effective upon confirmation of receipt.

15.8 Updates to these Terms

Peymatrix may update these Terms from time to time. Material changes will be notified via email at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.

16. Contact

For questions about these Terms, contact:

Related documents: Privacy Policy · Data Processing Agreement