Client Terms and Conditions

General provisions

These Terms of Service (hereinafter referred to as the “the Offer”, “the Agreement”) are a public offer for the conclusion of an Agreement between the Service Provider (hereinafter referred to as Workability AS) and any individual, individual entrepreneur or legal entity (hereinafter referred to as “the Client”), and which, together with the Privacy Policy regulates the procedure for providing services for the use of the Service to the Client as defined in this Agreement. 

The subject matter of this Agreement shall be the provision by Workability AS of access and services for using the Service, which provides tools and services for the administration and optimization of a set of HR processes regarding employee engagement, leadership practice, workplace communication and sick-leave management, subject to all restrictions and conditions of Service use in accordance with functionality and terms and conditions of this Agreement.

By accepting all the following terms and clicking “I consent to the processing and use my Personal Data in accordance with the Privacy Policy and accept Terms of Service the site functionality when applying or paying through the site, the Client becomes a person who has accepted the terms of this offer (Accepted the Offer), which is equivalent to concluding a contract under the terms specified in this Agreement (offer). If a person intending to use the Service does not accept any conditions specified herein, he/she shall not have the right to use the Service provided hereunder.

By registering to use the Service, the Client and persons whom the Client granted access to his/her account (User) agree to comply with terms of this Agreement. The Client undertakes to independently inform his/her Users about the Service Access and Terms of Service and shall be responsible for the actions of his/her Users.

1. Service usage terms. Security and Access

1.1. Only registered Clients have the right to use the Service. In order to access the Service, persons shall accept the Offer, adopt the Privacy Policy, provide their full name, valid email address and other information requested by Workability AS.

1.2. For registration purposes Client should provide accurate information regarding its identity. Identity information should be up to date as possible. When registering Client will be asked to provide a name of the Company in Latin, this information later will be used to indicate the workspace where Client operates. If Client provides incorrect information or Workability AS has reasons to believe that information provided by the Client is incomplete or false, Workability AS, reserves the right to suspend access to service or block the account till further investigations.

1.3. Workability AS reserves the right to request information from the Client at any point of time for confirmation of its identity or confirmation its information provided during registration process.
Inability to comply with request will lead to suspending of the account till further investigations.
Providing false information would be considered as violation of Service terms.

1.4. The Client can use the website and services in any way that is specified in the Terms and that does not cause any damage to the Service Provider.
The Client is allowed to use Service under the following conditions:

• Use services provided by Workability AS.

• Free of charge content acquisition.

• Use of the Services that will not have an impact on other Clients’ experience of website usage.

• The Client is obligated not to disable or interfere with any security features of the Services.

• You can use Services for the direct purpose of it.

• The Clients are prohibited from use of any personal or identifiable information in harmful, commercial, or advertising ways.

• Use for establishing contractual relationships.

• You are not allowed to use website in any ways which may lead to law violations.

1.5. Workability AS provide technical aspects of security regarding the Clients data, such as hashing passwords and encryption of data. Workability AS is not responsible for non technical security aspects of the Client’s data, thus responsibility for weak passwords or disclosing the passwords would be solely on the Client.

1.6. In case of Service termination, Workability AS shall contact the Client only to delete the relevant account data and provide the possibility of unloading the Content.

1.7. Workability AS shall provide access to the Service only using the web-interface in compliance with the provisions of this Agreement.

1.8. Workability AS shall use secure methods of authentications and access to service.
In particular, by:

• Encrypted data at rest

• Transfer data in encrypted form

• Hashing Clients’ passwords
  * This list does not exhaust the above methods and tools of data security

1.9. The Client shall be responsible for protecting usernames/emails with passwords and all the other codes related to the Service, when using the Service, as well as Content compliance with law requirements.

1.10. The Client shall comply with policies and procedures for preventing unauthorized use of usernames and passwords and immediately inform Workability AS of suspicion of passwords loss or their unauthorized use by third parties.

1.11. Workability AS will contact the Client on behalf of suspicious activity or events that might led to unauthorized access or disclosure or information.

1.12. In case of security and authentication procedure violation, as well as access to the Service, Workability AS shall cooperate with the Client in order to establish the cause thereof and identify the changed Content, as well as assist the Client in investigating and preventing repeated violations.

1.13. Workability AS shall take measures to protect the Content and its safe preservation, taking into account technological development and the cost of implementing given measures

2. General provisions. Copyrights

2.1. The Service is the object of copyright and intellectual rights, which are regulated and protected by Norwegian legislation and provisions of international law on intellectual property and copyright protection. Workability AS guarantees that it has all the necessary rights under this Agreement to provide services for the use of the Service to the Client, including documentation for the Service.

2.2. The algorithms of the Service and its source codes (including parts thereof) shall be a trade secret. Any use by the Client thereof or use of the Service in violation of the terms of this Agreement shall be considered as violation of Workability AS rights and shall be a sufficient basis for repudiation of this Agreement and termination of service provision to the Client hereunder.

2.3. The Client shall have no right to copy, modify, resell, or otherwise reproduce or alienate the Service. The Client/Users shall not use access to the Service or any part thereof, except for the Client’s own (internal) activities, which includes: economic, production, organizational, economic and internal economic activities of the Client himself.

2.4. The Clients’ Users shall be familiarized with the content of this Users Terms and Conditions and ensure their compliance with its provisions. The Client shall be responsible for the actions/omissions of Users during the use of the Service, including for disclosure/removal of the Content and disclosure/distribution of Confidential Information.

2.5. Workability AS shall not review or verify the Content posted by the Client, nor acquire any rights, including intellectual property rights, to Client’s Content.

2.6. This Agreement shall not give the Client (Users) any right to use any trademarks, logos, domain names and other objects of exclusive rights used by Workability AS when providing services for the use of the Service. Client shall use the Service in the way that prevents the dissemination of inaccurate information and which may cause a misconception about the owner of the Service or services and products provided by Workability AS through the website located at: https://workability.no/ .

2.7. The Client shall be solely responsible for its Content and its components. All copyright and intellectual rights to the Content shall belong to the Client.  

2.8. The Client shall have no right to download, publish, transmit, store, distribute through the Service (or directly to the Service) viruses, self-reproducing computer programs and programs containing any destructive codes, viruses or other malicious software, information about the propaganda of violence, fascism, extremism, terrorism, data that promote pornography, child erotica, advertising of intimate services, any other information or data, the content of which contradicts current legislation of Norway and/or in whole or in part, is protected by copyright, related or other rights without the permission of the owner.

2.9. Workability AS shall not control the content of information stored, published or distributed, transmitted by the Client through the Service and shall not be responsible for its accuracy, quality and content. Workability AS shall not review or verify the Content posted by the Client, except in cases of receipt of reasonable complaints from third parties about violations by the Client/User of rights and legitimate interests, in connection with the placement by the Client/User of the relevant content in the Service. 

2.10. Workability AS shall reserve the right at any time, at its sole discretion, to take any action it deems necessary in relation to the Content violating the terms of this Agreement and requirements of Norwegian law, including its removal. Workability AS shall reserve the right to immediately suspend the provision of services, and in case of violation by the Client of paragraph 2.8., refuse further provision of services.

2.11. Workability AS shall reserve the right at any time to add, modify or terminate, temporarily or completely any functionality of the Service, with or without notice to the Client, except when Workability AS makes changes that significantly reduce the functionality of the Service, in which case Workability AS shall send the Client a corresponding notification 7 (seven) days prior.

2.12. Workability AS shall reserve the right to temporarily suspend access to the Service for the purpose of servicing, repairing or installing updates. Workability AS shall send the corresponding notification at least 3 (three) business days prior to the suspension of corresponding access. Workability AS shall have the right to temporarily suspend access to the Service in conditions requiring urgent actions to protect the Service. Workability AS shall provide all reasonable means and methods to minimize operational suspension of the Service.

2.13. The Client agree to the Service Provider to collect/process/use information and statistics on the use of the Product by the Client, including, but not limited to: various marketing data; usability data of the Product; data of heat cards of the Product; statistical data of authorized entries and exits from the Product, duration of sessions, etc.; geolocation data of the Client/Users, specialization of the Client’s activity, other data and information that may improve the work and functionality of the Product.

3. Cost, payment, change of the right of access and use of the Service

3.1. The Client shall pay a subscription fee for the services for using the Service on a terms determined in a signed contract with a proposed tariff on a individual basis, depending on a per client per user per month basis.

3.2. Payment for the Services usage shall be made by the Client by bank transfer of tariff cost to Workability AS current account on the basis of invoice provided at Client’s request, solely after applying for Services usage by Client.
Certain means of payment may provide for a commission for the transfer of funds, the commission shall be paid by the Client
3.3. All payments shall include VAT provided that they are included in the invoice.

3.4. The amount of payment for Service access and usage services offered by Workability AS depends on the tariff proposed in a contract. Tariffs differ in accordance with functionality of the Service, the number of Users using Client’s account, etc.

3.5. After the expiration of free trial period, which determined in a contractual agreement, the Client shall pay the amount of remuneration for each subsequent payment period during which the Service will be used by the Client. The payment period shall be a quarter, 3 months on a paid subscription. The fee for using the Service shall be paid in the form of post payment. All payments are non-refundable except as provided in para. 3.9 of this Agreement.

3.6. In case of failure to pay for Service use within 14 (fourteen) calendar days after expiration of free trial period or expiration of the next paid calendar month for services for the use of the Service, Workability AS shall block access to the Service until the payment is made. The moment of payment shall be the transfer of funds to current account of Workability AS.

3.7. In addition to the fee for using the Service, the Client may incur additional costs associated with access to the Service, in particular, but not exclusively, fees for Internet access, data roaming, etc.

3.8. Workability AS shall have the right to unilaterally change the cost of Tariffs for the provision of services for the use of the Service. In case of changing the cost of tariffs for granting access to and use of the Service, Workability AS shall inform existing Clients of the Service about such changes within 30 (thirty) calendar days by sending a letter to Client’s e-mail.

3.9. In the event the Service is unavailable due to Workability AS actions or omissions, the fee for using the Service (monthly or annual) shall be transferred and the Client shall be given an additional period of Service usage in proportion to the period of Service unavailability.

3.10. In case the Client repudiates this Agreement, the funds paid prior shall not be returned. No payments for early cancellation of Service usage shall be charged. The rights of access to and use of the Service canceled before the expiration of current paid payment period, shall not be included in the next payment period.

4. Term of the Agreement and termination of services for the use of the Service

4.1. This Agreement shall enter into force upon acceptance of this Offer by the Client and be valid until the Service usage is terminated at the end of the relevant period or on other grounds provided for by the Agreement.

4.2. In case of violation by the Client of terms herein, Workability AS shall have the right to unilaterally terminate this Agreement by notifying the Client one business day prior to stipulated date of given termination, without refunding of paid funds or any compensation to the Client related to the said termination.

4.3. If the Client intends to terminate Service usage or cancel the account, the Client shall have the opportunity to do so on his/her behalf at any time, using the appropriate functionality of the Service. Termination of Service usage or cancellation of account otherwise shall not be not allowed. Paid according to tariff and not used funds in this case shall not be returned.

4.4. The Client shall remove all own Content from the Service prior to termination of this Agreement. Workability AS shall remove or destroy all Content stored in the Service 7 (seven) calendar days after termination of the Agreement or termination of Service usage. Workability AS shall notify Clients of the removal of their Content after termination of the Agreement or Service usage. Workability AS shall not be liable to the Client or any Users for the removal of the Content in accordance with this Agreement.

4.5. In case of termination of the Service for any reason, the Client shall have 7 (seven) days to transfer the Content to another place before its removal. Workability AS may provide a longer period for Client’s access to its Content after termination of the Agreement or termination of Service use on a paid basis, subject to a written request from the Client within 7 (seven) days from the date of service termination and payment of agreed Content storage cost.

5. Rights and obligations of the Parties

.1. Rights and obligations of the Client:

5.1.1. The Client shall strictly comply with all requirements of this Agreement, instructions and recommendations regarding the Service operation, including those sent using the Service functionality.

5.1.2. The Client shall not download, publish, transmit, store, distribute through the Service (or directly to the Service) viruses, self-reproducing computer programs and programs containing any destructive codes, viruses or other malicious software.

5.1.3. The Client (Client’s users) shall not independently carry out nor allow other persons the following:

• provide access to the Service (Service) for hire, rent or temporary use;

• use the Service by broadcasting on Internet sites, both commercially and on a non-commercial basis; 

• modify the Service, its components, design and appearance;

• create conditions for the Service use by persons not having personal access rights nor the right to use the Service, except for Client’s Users;

• publish or otherwise distribute any fragments and components of the Service, including providing other persons with opportunity to copy them;

• try to circumvent technical limitations of the Service;

• transfer the rights to use the Service to third parties.

5.1.4. The Client shall reimburse Workability AS the losses that may arise as a result of violation by the Client (its Users) of obligations established by this Agreement. Workability AS shall immediately notify the Client of any claim or loss, directly or indirectly relating to violation by the Client (its Users) of obligations established by this Agreement. The Client undertakes to assist Workability AS in protecting against any claims, lawsuits, complaints received from third parties, if they arose as a result of violation by the Client (its Users) of obligations established by this Agreement.

5.1.5. The Client shall have the right to change available Service functionalities by changing the tariff, while paying the cost of services at a new tariff.

5.1.6. The Client shall have the right to receive the necessary information and consulting responses regarding the Service from Workability AS.

5.2. Rights and obligations of Workability AS:

5.2.1. Workability AS shall provide services within the framework of this Agreement and requirements of Norwegian legislation.

5.2.2. Workability AS shall have the right to refuse the Client to provide services or cease providing services for the use of Service to a Client who has not provided reliable information about himself/herself and/or violates the terms of this Agreement and/or performs actions containing criminal and/or administrative offenses, as well as in case of other violations of rights and legitimate interests of Workability AS and third parties.

6. Confidential information. Protection of personal data

6.1. Each party agrees to recognize all data containing any information deemed the property and trade secrets of any party to this Agreement, directly or indirectly, in any form disclosed by the parties after this Agreement enters into force, as confidential information and shall not use or disclose it except as necessary for implementation of this Agreement.

6.2. The Client, who, within the meaning of the General Data Protection Agreement (hereinafter referred to as the GDPR), acts as the owner of personal data or recipient and processor in relation to his/her contacts(Users) – personal data subjects, as well as Workability AS, shall comply with requirements of GDPR and national legislations on personal data processing.

6.3. By accepting this Agreement, the Client guarantees that he/she has every legal basis to collect, register, accumulate, store, adapt, modify, renew, use and distribute (share, transfer), depersonalize, destroy personal data and other information comprising the Content, with the use of the Service.

6.4. The Client shall give his/her consent to Workability AS for collection, processing, accumulation, storage and use of his/her personal data (name, mobile phone number and other personal data), as well as their transfer to third parties solely for the purpose and within the framework of ensuring the fulfillment by Workability AS of the duties assigned in accordance with the terms of this Agreement. The Client’s personal data shall be processed in accordance with the GDPR. Personal data of Clients shall be collected solely for the purpose of fulfilling the terms of this Offer, compliance with provisions in the field of tax relation regulation, relations in the field of accounting.

6.5. Workability AS shall take measures to ensure the safety and non-dissemination of personal data, as well as counteract their unauthorized processing, loss or destruction. Workability AS shall act only on behalf of the Client in relation to personal data processed by Workability AS.

7. Liability and procedure for settlement of disputes

7.1. This Agreement shall be governed by Norwegian legislation and provisions of international law ratified by The Storting.  The breach of the terms of this Agreement provides for liability envisaged by the legislation of Norway.

7.2. All the disputes arising between the Parties shall be resolved through negotiations. If the dispute cannot be resolved through negotiations, it shall be resolved in court under jurisdiction established by current legislation of Norway.

7.3. Workability AS shall not be liable to the Client/Users for any damage, loss of income, profit, information or savings related to the use or inability to use the Service, including in case of prior notification by the Client/Users of possibility of such losses, or on any claim of a third party.

7.4. Workability AS shall be exempted from liability for non-fulfillment or improper implementation of this Agreement if it occurred as a result of external circumstances and/or actions (inaction) of third parties that (circumstances and actions/omissions) were beyond the control and/or without fault of Workability AS.

8. Technical support

8.1. Workability AS shall provide technical support to the Client/Users on issues related to accessibility, availability or any other issues relating to proper operation of the Service.

8.2. In order to provide technical support, Workability AS shall have the right to require the Client/Users to provide information relating to account data, technical characteristics of the equipment.

9. Other terms

9.1. The Service may not be compatible with the Client’s computer or other equipment. The Service shall be provided by Workability AS “as is”. Workability AS shall not guarantee any results that the Client intended to achieve (receive) using the Service.

9.2. This Agreement represents a complete comprehensive agreement between Workability AS and the Client and governs Client’s use of the Service, superseding any prior agreements between the Parties (including previous versions of this Agreement).

9.3. Workability AS shall have the right to involve third parties to maintain the proper level of functioning of the Service, remaining, within the framework of this Agreement, responsible to the Client for the actions of persons involved.

9.4. Neither Party to this Agreement may transfer (cede) any of its rights or obligations to third parties without prior written consent of the other party, except in cases of merger or reorganization, if the acquirer (newly created legal entity) has agreed to comply with this Agreement.

9.5. Workability AS may provide the possibility of integrating the Service with third-party products of choice and at risk to the Client. In this case, Workability AS shall assume no responsibility for the consequences of such integration. Workability AS shall have the right to change or terminate the integration of the Service with other services and products of third-party suppliers without prior notice to the Client.

9.6. Unavailability of the Service (in the sense of para 3.9. of this Agreement) means any period of time exceeding 4 hours during which the Client/User cannot access the Service due to a service failure, except for the planned downtime.

9.7. For all matters not regulated by this Agreement, the Client and Workability AS shall be guided by current legislation of Norway.

9.8. Workability AS shall have the right to change the terms of this Agreement unilaterally by placing the amended text on the Internet on the Workability AS website. In case of introduction by Workability AS amendments to the terms of this Agreement, they shall enter into force from the moment of publication, unless another period and procedure for entry into force thereof is stipulated upon their publication.