TERMS OF USE

IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, PLEASE DO NOT USE THE WEBSITE OR THE BRAINPAYROLL SOFTWARE.

Here, we are using certain words, which have explicit meanings as detailed below:

“Account” If the application is accepted for the creation of a Brain Payroll account, we will confirm this by email, and a legal agreement will be exchanged between the Account Holder and Brain Payroll. If you apply for the making of a Brain Payroll account, you give guarantee that you are empowered to enter into this Agreement. The Agreement will be subject to UK law and the outline of these Terms of Use takes control of our alliance with you.

“Account Holder” means a sole trader or company which has a Brain Payroll account (generally this will be your business or if you are a handler, the business which you are advising).”

“The Service” means our Brain Payroll software which is accessed and used via our password protected websites.

“us” “we” and “our” refers to Brain Payroll online payroll software.

“You” means you, the person who accesses and uses this website and/or the Service.

“Your Data” means any data entered or uploaded by you while using the Service.


CREATING AND ACCESSING A BRAIN PAYROLL ACCOUNT:

In order to access and use the Service, a Brain Payroll account must be created. You can apply for an account to be created by submitting your details on our “sign up” page.


FORMATION OF A CONTRACT:

You understand and agree that by using the services, you are deemed to have accepted these terms, regardless of how you subscribe to or use the services. Terms of Use, Privacy Policy, and other policies are applicable while accessing the website or using services, which is an electronic record in the form of an electronic contract shall be binding under relevant provisions of any applicable local, state, national or international law and rules there under as applicable laws and the amended provisions pertaining to electronic records in various statutes thereof. This electronic record is generated by a computer system or devices and does not require any physical or digital signatures.

If we accept an application for the creation of a Brain Payroll account, we will confirm this by email and at that occasion; a legal contract will be exchanged between the Account Holder and us. If you apply for the creation of a Brain Payroll account, you must therefore ensure that you are authorized to come into this agreement on the side of the Account Holder. The contract will be executed in the English language and the outline of these Terms of Use takes control of our alliance with the Account Holder and you.


ERRORS IN INFORMATION YOU GAVE US:

If you made any mistakes in the details you gave to us when applying for a Brain Payroll account, these errors can be corrected by accessing the Service and using the “edit” function on the “Your Company” page.


RIGHT OF REFUSAL:

We reserve the right not to accept an application to create a Brain Payroll account at our discretion. This may be due to technical constraints, or because you, your organization has been officially forbidden by us from using the Service or for any other cause. No fee will be charged by us for disapproved applications.


USE OF THE SERVICES / ACCESSING THE ACCOUNT:

Brain Payroll hereby grants you a limited, non-exclusive, non-transferable, revocable right and license to use the Services.

  • You shall have a limited right to use the Services, as may be required under applicable law.
  • You shall follow and adhere with the guidelines relating to Services if any, set out here under or Separate Agreement as may be required under relevant provisions in accordance to the applicable law.

IN CONNECTION WITH USING OR ACCESSING THE SERVICES YOU WILL NOT:

  • Breach or circumvent any laws, third-party rights or our systems, policies, or determinations of your account status;
  • Use Services if you are not able to form legally binding contracts under applicable laws. Persons who are "incompetent to contract" within the meaning of the applicable laws, including minors, un-discharged insolvents etc. are not eligible to use Services. if you are minor, i.e. under applicable law) You shall not register on Website.
  • Transfer your user ID to another party without Brain Payroll’s consent;
  • Distribute or post spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes;
  • Distribute viruses or any other malware that may harm Brain Payroll, or the interests or property of users;
  • Use any robot, spider, scraper, or other automated means to access Services for any purpose;
  • bypass Services robot exclusion headers, interfere with the working of our Services, or impose an unreasonable or disproportionately large load on our infrastructure;
  • Commercialize any application or any information or software associated with such application;
  • Harvest or otherwise collect information about users without their consent; or
  • Circumvent any technical measures Brain Payroll use to provide for the Services.
  • Brain Payroll believe that you are abusing our Services in any way, we may, at our discretion and without limiting other remedies, limit, suspend, or terminate your user account(s) and access to our Services, delay, remove any special status associated with your account(s), remove and, reduce or eliminate any discounts, and take technical and/or legal steps to prevent you from using our Services.
  • Brain Payroll may cancel unconfirmed accounts or accounts that have been inactive for a long time or modify or discontinue our Services. Additionally, Brain Payroll reserve the right to refuse or terminate all or part of our Services if they are detrimental in nature to our Services.
  • The Agreement will continue to apply until terminated by either you or Brain Payroll as set forth below.
    • If you want to terminate your agreement with Brain Payroll,
      1. not accessing the Website or
      2. closing your Account for all of the services that you use, where Brain Payroll has made this option available to you.
  • You agree that Brain Payroll may, in its sole discretion and without prior notice, terminate your access to the Website and block your Service for future access to the Website if Brain Payroll determines that you have violated the terms of these Terms of Use or any other Agreement(s). You also agree that any violation by you of the Agreement(s) will cause irreparable harm to Brain Payroll, for which monetary damages may be inadequate, and you agree to Brain Payroll obtaining any injunctive or equitable relief that Brain Payroll deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Brain Payroll may have at law or in equity.

SECURITY:

The Account Holder is ultimately responsible for administering and safeguarding any passwords created to control access to its Brain Payroll account: kindly protect any password issued to you from any misuse. Data transmitted to and from Brain Payroll is encrypted for the user's protection. However, the security of information transmitted through the Internet can never be guaranteed. Brain Payroll is not responsible for any interception or interruption of any communications through the Internet or for changes to or losses of data. In order to protect you and your data, Brain Payroll may suspend your use of the Service, without notice, pending an investigation, if any breach of security is suspected.


CLOSING A BRAIN PAYROLL ACCOUNT:

Suspension and closure by Us: If you (or any other user of the Account Holder’s Brain Payroll account) fail to abide by these Terms of Use, or if payment of the subscription fees is not paid on timely basis, we reserve the right to suspend your access to the Service or permanently cancel the Account Holder’s Brain Payroll account. If we withdraw access to the Service because these Terms of Use have been breached, no refund will be payable by us. We also reserve the right to close any Brain Payroll account (including during any ‘free trial’ or ‘beta trial’ period) for any reason, on immediate basis.


INTELLECTUAL PROPERTY RIGHTS:

Copyright and other Intellectual property rights in the pages and the screen displaying the pages, and in the information, software, website and the material therein and in their arrangement, is owned by Brain Payroll Limited.

You may use the Service and the information, software and material therein, and extract your data from Brain Payroll, for your personal reference or use. You may not alter, modify, recompile, electronically reproduce, distribute or publicly display any such software or materials (whether in whole or in part) and you must not use any Logos, Trademarks, Videos, Audios from the website and the software.

We grant you a license to use the software application included in the Website, as part of the Website and for the purposes made available on the Website only. You must not translate, adapt, alter, modify, distribute, recompile or reverse engineer that software for any purpose, create any derivative works based on it, permit it to be combined with any other software, provide access to it or use it to provide services to third parties or, except to the extent that we are required to permit this by applicable law. You may not use the software other than as specified in these terms without our prior written consent.

Your use of software may be subject to additional terms and conditions which Brain Payroll will notify to you at the time of downloading or access. Your download or use of such services will indicate your acceptance of those additional terms.

IF YOU DO NOT AGREE WITH THESE ADDITIONAL TERMS AND CONDITIONS, PLEASE DO NOT DOWNLOAD OR USE THE SERVICES, WEBSITE, SOFTWARE, INFORMATION OR MATERIALS.


DISCLAIMER OF WARRANTIES AND LIABILITY

  1. THE WEBSITE, SERVICES, CONTENT, AND ANY THIRD PARTY CONTENT OR SERVICES ARE PROVIDED BY BRAIN PAYROLL ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, BRAIN PAYROLL MAKES NO WARRANTY THAT
    1. THE SERVICES WILL MEET YOUR REQUIREMENTS OR YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE;
    2. THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE;
    3. THE QUALITY OF SERVICES WILL MEET YOUR EXPECTATIONS; OR THAT
    4. ANY ERRORS OR DEFECTS IN THE SERVICES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BRAIN PAYROLL OR THROUGH THE WEBSITE / CONTENT OR FROM USE OF THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF USE.
  2. NOTWITHSTANDING ANYTHING TO CONTRARY IN THE AGREEMENT(S), BRAIN PAYROLL’S ENTIRE AND AGGREGATE LIABILITY TO YOU UNDER AND IN RELATION TO THESE TERMS OF USE OR OTHERWISE SHALL NOT EXCEED THE PRECEDING FEES PAID BY YOU AS PER THE INVOICE UNDER THIS AGREEMENT. FURTHER BRAIN PAYROLL WILL HAVE NO LIABILITY RELATED TO USER OF SERVICES AND / OR THIRD PARTY CONTENT OR SERVICES. BRAIN PAYROLL ALSO DISCLAIMS ALL LIABILITY WITH RESPECT TO THE MISUSE, LOSS, MODIFICATION OR UNAVAILABILITY OF SERVICES OR ANY THIRD PARTY CONTENT OR SERVICES.
  3. YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BRAIN PAYROLLWILL NOT BE LIABLE FOR ANY LOSS THAT YOU MAY INCUR AS A CONSEQUENCE OF UNAUTHORIZED USE OF YOUR ACCOUNT OR ACCOUNT INFORMATION IN CONNECTION WITH THE WEBSITE OR ANY SERVICES, EITHER WITH OR WITHOUT YOUR KNOWLEDGE. BRAIN PAYROLLHAS ENDEAVORED TO ENSURE THAT ALL THE INFORMATION ON THE WEBSITE IS CORRECT, BUT BRAIN PAYROLL NEITHER WARRANTS NOR MAKES ANY REPRESENTATIONS REGARDING THE QUALITY, ACCURACY OR COMPLETENESS OF ANY DATA, INFORMATION, PRODUCT OR SERVICE. BRAIN PAYROLLSHALL NOT BE RESPONSIBLE FOR THE DELAY OR INABILITY TO USE THE WEBSITE OR RELATED FUNCTIONALITIES OR SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE FUNCTIONALITIES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, OR OTHERWISE ARISING OUT OF THE USE OF THE WEBSITE OR SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE. FURTHER, BRAIN PAYROLL SHALL NOT BE HELD RESPONSIBLE FOR NON-AVAILABILITY OF THE WEBSITE DURING PERIODIC MAINTENANCE OPERATIONS OR ANY UNPLANNED SUSPENSION OF ACCESS TO THE WEBSITE THAT MAY OCCUR DUE TO TECHNICAL REASONS OR FOR ANY REASON BEYOND BRAIN PAYROLL'S CONTROL. THE USER UNDERSTANDS AND AGREES THAT ANY DATA UPLOADING THROUGH THE WEBSITE IS DONE ENTIRELY AT YOUR OWN DISCRETION AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTS FROM THE SUBMISSION SUCH MATERIAL OR DATA TO BRAIN PAYROLLSYSTEM. BRAIN PAYROLLACCEPTS NO LIABILITY FOR ANY ERRORS OR OMISSIONS, WITH RESPECT TO ANY SERVICES PROVIDED TO YOU WHETHER ON BEHALF OF THIRD PARTIES OR ITSELF.
  4. YOU WILL BE REQUIRED TO ENTER A VALID PHONE NUMBER AND/OR EMAIL ID WHILE REGISTERING ON THE WEBSITE FOR THE SERVICE INFORMATION REQUEST. BY DOING SO YOU HEREBY AUTHORISE US TO CONTACT YOU IN RELATION TO THE SERVICES THAT YOU HAVE REQUESTED.

SUBMISSION

Should you send any information, images, comment or data of any nature to the Website by email or otherwise, you must ensure that such material is not defamatory or offensive, untrue, racially offensive or an incitement to racial hatred or otherwise in breach of an individual’s right to privacy or human rights or actionable in law in any jurisdiction.

All information submitted via the Websites including any questions you may submit to Brain Payroll whether via the support pages, emails to the editor, any live chat service or otherwise shall be deemed and remain the property of Brain Payroll which shall be free to use, alter, modify, recompile, electronically reproduce, distribute or publicly perform or display this information for any purpose, any ideas, concepts or know-how contained in such information. Brain Payroll shall not be subject to any obligations of confidentiality regarding submitted information except as outlined in the Privacy Policy or as otherwise specifically agreed or required by law.


PRIVACY

This Privacy Statement describes how we collect and use any information that you provide on our website, while doing business with Brain Payroll. Your personal and financial information privacy is among our core principles. Since you entrust us with sensitive financial data, we take that responsibility seriously.


You own & control the access of Your Data,

Brain Payroll stores financial information about a company or a sole trader as entered by that company or sole trader. We will store information that is entered by you. The data entered or upload into our web site (http://app.brainpayroll.co.uk)remains your property and have ultimate control over who has access to it. You can create a user account, for Client and Employee Portal as well. It’s your responsibility to keep your password safe. We do not have access to your user passwords and are therefore unable to access your account without your permission.


EXPORTING YOUR DATA

You can export a complete copy of your data, as a csv/xml file, whenever you like.


PERSONAL INFORMATION THAT MAY BE COLLECTED

When you register for services through the Website, you consent to the transfer and storage of your personal information on our servers. We store complete information which is entered by you during registration form filling. You must complete the registration form and provide personally identifiable information. We need these details to:

  • Understand your needs and provide you with a better service,
  • Maintain our own accounts, and for billing,
  • Enable us to answer your queries,
  • Verify your identity for security purposes,
  • Internal record keeping,
  • Send you our newsletter, if you have asked us to.

  • VARIATION

    These Terms of Use are subject to change. Any changes we may make to these Terms of Usewill be posted on this page. You are bound by such changes and should therefore visit these Terms of Useeach time you visit the Website. Your continued use of the services following the posting of changes will mean you accept those changes. These Terms of Usemay not otherwise be changed without our written consent.


    GOVERNING LAW AND JURISDICTION

    Brain Payroll is controlled and operated by Brain Payroll Limited in UK. Those who use the service from other locations do so of their own initiative and are responsible for compliance with all the applicable UK Laws. All access to and use of these Services will be governed by the laws of UK. You are responsible for compliance with any applicable local laws of the country from which you use or otherwise access the Service. By subscribing to Brain Payroll, you agree to accept and be bound by these terms and conditions.


    GENERAL LEGAL MATTERS


    ENTIRE AGREEMENTENT

    These Terms of Use and our Privacy Policy describe the entire agreement between you, the Account Holder and us regarding the Service, and supersede any prior understandings or agreements. The headings are for convenience only and shall not affect the construction or interpretation of these Terms of Use.


    TRANSFER OF RIGHTS & OBLIGATIONS

    We shall not be entitled to transfer our rights and/or obligations under these Terms of Use to another party. Neither you nor the Account Holder may transfer any of your rights or obligations under these Terms of Use without our prior written consent.


    WAIVER AND SEVERABILITY

    If either you or we ignore any breach of these Terms of Use, it does not mean that any further breach cannot be enforced. Similarly, if any part of these Terms turns out to be invalid or unenforceable for some reason, then it will be replaced with a provision which, as far as possible, achieves the same purpose as the original, and the remainder of the agreement will still be binding.

    Use of the Brain Payroll software will be subject to the Terms of Use displayed on the Brain Payroll website.

    The Brain Payroll account will be provided in accordance with the Terms of Use displayed on the Brain Payroll website from time to time. By submitting information to us you authorize us to process your information for the purpose of running your Brain Payroll account. These terms and conditions shall be governed by UK law and all parties submit to the jurisdiction of the UK courts.