Privacy Policy

  1. Service and Support Service
    1. Services. Start Up HR provides Human Resources Services for a fixed monthly fee as outlined in the attached Schedule A. HRP will meet with You monthly to review the process and scope of work to ensure the Fee is in line with the Service received and our goals subject to this Agreement. In performing our obligations subject to this Agreement, each party will treat the other parties employees with dignity and respect and will act in accordance with applicable employment laws
    2. Payment for the first month is due to Start Up HR within 10 days of execution of this Agreement. Each additional monthly payment is due prior to the first day of the month of service. A 5% per week late fee will be assessed for any late payments.  If payment has not been made by the 15th of the month, Start Up HR reserves the right to suspend services or terminate this Agreement for non-payment.
    3. [Support. This Agreement does not entitle Customer to any support for the technology Services. To receive system support you should contact [insert information].
  1. Access and Use
    1. Provision of Access. Subject to and conditioned on your payment of Fees and compliance with all other/the terms and conditions of this Agreement, we hereby grant You a revocable, non-exclusive, non-transferable, non-sublicensable, limited right to access and use the Start Up HR Services and software subscription for your internal business operations by your authorized users in accordance with the terms and conditions herein. We will provide You the necessary passwords and access credentials to allow You to access our subscription Services.
    2. Documentation License. Subject to the terms and conditions contained in this Agreement, Start Up HR hereby grants You a non-exclusive, non-sublicensable, non-transferable license for your authorized users to use the software and HR services during the Term solely for your internal business purposes in connection with use of our Services.
    3. Use Restrictions. You shall not, and shall not permit any authorized users to, use our Services, any software component of our Services, or our HR guidance for any purposes beyond the scope of the access granted in this Agreement. You shall not at any time, directly or indirectly, and shall not permit any authorized users to: (i) copy, modify, or create derivative works based on any software component of our Services; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available our subscription Services except as expressly permitted under this Agreement; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of our Services, in whole or in part; (iv) remove any proprietary information from Start Up HR (v) use our Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule.
  2. Customer Responsibilities
    1. Account Use. You are responsible and liable for all uses of our Services and HR guidance provided to You resulting from information and access provided by You, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, You are responsible for all acts and omissions of your users, and any act or omission by a user that would constitute a breach of this Agreement.
    2. Passwords and Access Credentials. You are responsible for keeping your passwords, employee passwords, and access credentials associated with this Agreement confidential. You will not sell or transfer them to any other person or entity. You will promptly notify us about any unauthorized access to your passwords or access credentials.
  3. Failure to Pay You shall pay Start Up HR the agreed upon fee for services as outlined in Schedule A. If You fail to make any payment when due, without limiting Start Up HR’s other rights and remedies: (i) We may charge interest on the past due amount at the rate of 1.5% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable law; (ii) You agree to reimburse Start Up HR for all reasonable costs incurred in collecting any late payments or interest, including attorneys’ fees, court costs, and collection agency fees; and (iii) if such failure continues for 14 days or more, we may suspend or cancel this Agreement immediately until such amounts are paid in full. All Fees and other amounts payable under this Agreement are exclusive of taxes and similar assessments or fees.
  4. Termination and Data Access
    1. Termination. The initial term of this agreement is three (3) months and will automatically renew until either party provides notice of termination to the other.
    2. Data Access. In the event this Agreement is terminated, other than in instances where it is terminated by Start Up HR for nonpayment or other any other violation of our policies, as the Client, You will continue to have the ability to access the information provided inputted or uploaded by You or on your behalf (“Data”) for 30 days after the effective date of expiration or termination of this Agreement. After such 30-day period or if this Agreement is terminated due to your nonpayment or violation of our policy, Start Up HR shall have no obligation to maintain any Data and shall thereafter, unless legally prohibited from doing so, delete all of your Data contained in or maintained by Start Up HR. We will make available all data and/or files to You to download and maintain.  Following termination of these services, You are and will be solely responsible for maintaining and providing the Data as necessary to fulfill any legal and tax requirements for its HR or payroll services.  At all times, You maintain responsibility for your company Data.
  5. Confidential Information. From time to time during the Term, we may each disclose or make available to the other party information about its business affairs, products, confidential intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information, whether orally or in written, electronic, or other form or media/in written or electronic form or media, whether or not marked, designated, or otherwise identified as “confidential” at the time of disclosure (collectively, “Confidential Information“). Confidential Information does not include information that, at the time of disclosure is: (a) in the public domain; (b) known to the receiving party; (c) rightfully obtained by the receiving party on a non-confidential basis from a third party; or (d) independently developed by the receiving party. The receiving party shall not disclose the disclosing party’s Confidential Information to any person or entity, except to the receiving party’s employees, agents, or subcontractors who have a need to know the Confidential Information for the receiving party to exercise its rights or perform its obligations hereunder, and who are required to protect the Confidential Information in a manner no less stringent than required under this Agreement. Notwithstanding the foregoing, each party may disclose Confidential Information to the limited extent required (i) to comply with the order of a court or other governmental body, or as otherwise necessary to comply with applicable law, provided that the party making the disclosure pursuant to the order shall first have given written notice to the other party and made a reasonable effort to obtain a protective order; or (ii) to establish a party’s rights under this Agreement, including to make required court filings. Each party’s obligations of non-disclosure with regard to Confidential Information are effective as of the date such Confidential Information is first disclosed to the receiving party and will expire five years thereafter; provided, however, with respect to any Confidential Information that constitutes a trade secret (as determined under applicable law), such obligations of non-disclosure will survive the termination or expiration of this Agreement for as long as such Confidential Information remains subject to trade secret protection under applicable law.
  6. Indemnification.
    1. Start Up HR Indemnification. Start Up HR shall indemnify, defend, and hold harmless Customer from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees (“Losses”), incurred by Customer resulting from any third-party claim, suit, action, or proceeding (“Third-Party Claim”) based on Start Up HR services, or any use of Services in accordance with this Agreement which infringes or misappropriates such third party’s US intellectual property rights/US patents, copyrights, or trade secrets, provided that Customer promptly notifies Start Up HR in writing of the Third-Party Claim, cooperates, and allows Start Up HR sole authority to control the defense and settlement of such Third-Party Claim.
    2. Customer Indemnification. Customer shall indemnify, hold harmless, and, at Start Up HR’s option, defend Start Up HR and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all Losses arising from or relating to any Third-Party Claim [(i)] that the Customer Data, or any use of the Customer Data in accordance with this Agreement, infringes or misappropriates such third party’s intellectual property rights; provided that Customer may not settle any Third-Party Claim against Start Up HR unless We consent to such settlement, and further provided that We will have the right, at our option, to defend against any such Third-Party Claim or to participate in the defense thereof by counsel of our own choice.
  7. Binding Arbitration. All claims and disputes arising under or relating to this Agreement are to be settled by binding arbitration in the state of Arizona or another location mutually agreeable to the An award of arbitration may be confirmed in a court of competent jurisdiction.
  8. Governing Law and Jurisdiction. This agreement is governed by and construed in accordance with the internal laws of the State of Arizona without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Arizona.
  9. Miscellaneous. This Agreement constitutes the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Both parties hereby consent to receiving electronic communications. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Services. You agree that any notices, agreements, disclosures, or other communications that we send to You electronically will satisfy any legal communication requirements, including that such communications be in writing. If any term of this Agreement is to any extent invalid, illegal, or incapable of being enforced, such term shall be excluded to the extent of such invalidity, illegality, or unenforceability; all other terms hereof shall remain in full force and effect. Any failure to act by us with respect to a breach of this Agreement by You or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches. This Agreement is personal to You and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect.



IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above by their respective authorized representatives.