Terms of Service

1. Who the contract is with

Absenca is provided by RRYME LTD, a private limited company registered in England and Wales (company number 17017522), registered office 128 City Road, London, EC1V 2NX, United Kingdom.

You accept these Terms when you create an organization in Absenca or start a paid plan. The person who accepts them confirms that they are allowed to bind the organization.

2. Business use only

Absenca is for businesses, public bodies, charities and other organizations, to manage their staff's leave. By accepting these Terms you confirm that you act for such an organization, and not as a consumer.

3. What the contract consists of

The contract consists of these Terms, our Data Processing Agreement (the "DPA"), which forms part of them, and the policies they refer to, such as our Privacy Policy. If they conflict, the DPA prevails over these Terms, and these Terms prevail over the policies.

4. The service

Absenca is a cloud service for tracking leave and absence: requests and approvals, balances and accruals, calendars, reports, and integrations with tools you connect. We may change it, for example to improve it or for security or legal reasons.

We aim for 99.9% availability. This is a target, not a guarantee: we do not guarantee that the service will be uninterrupted or error-free, and we do not promise advance notice of maintenance.

5. Accounts and security

You give accurate information when you sign up and keep it up to date. You are responsible for the people you give access to, and for keeping sign-in details safe. Tell us at once at info@absenca.com if you suspect unauthorised access.

6. Acceptable use

You must not, and must not let anyone else:

• use Absenca for anything unlawful;
• enter medical diagnoses or detailed medical information in reasons, notes or other free-text fields. Record that someone is absent sick, not why. Where your process requires a sick note, attach it to the request;
• try to access other customers' data, or our systems beyond what the service allows;
• interfere with or overload the service, or upload malware;
• copy, reverse engineer or resell the service, except as the law allows or we agree in writing;
• use Absenca to store data unrelated to managing leave and absence.

7. Not HR or legal advice

Absenca is a tool. Its leave types, templates, accrual rules, public holiday lists, calculators and reports are aids, not HR or employment-law advice. You set your own leave policies, and you are responsible for making sure that they, and the way you use Absenca, comply with the employment, working-time and data protection laws that apply to you, including any duty to inform or consult employee representatives.

8. Plans, billing, renewal, cancellation and refunds

• Free plan: the Starter plan is free, within its limits.
• Paid plans are billed in advance, monthly or annually, through Stripe. Pro is billed for its full seat allowance; a Custom Pack is billed per user. The price and what it includes are shown before you pay.
• Automatic renewal: a paid plan renews automatically at the end of each billing period, for the same period, until you cancel.
• Cancellation: you can cancel at any time in the billing settings of the app. Your paid plan stays active until the end of the period you have paid for; after that you can continue on the free plan, within its limits. Cancelling deletes nothing.
• Refunds: fees for a billing period that has started are not refunded, except where these Terms say otherwise or the law requires.
• Price changes: we may change prices. We tell you at least 30 days before a new price applies to you; it applies from your next renewal, and you can cancel before then.
• Taxes: prices exclude VAT and other taxes, which are added where they apply.
• Non-payment: if a payment fails and is not made good during the grace period we tell you about, we may limit your organization to the free plan or suspend it until payment is made.

9. Your data

You own the data you put into Absenca. You allow us to host, process and display it only to provide, secure and support the service, and as the DPA allows. We process the personal data in it as your processor under the DPA.

10. Aggregated data

We may create aggregated, de-identified statistics from the use of the service, such as how many leave requests are approved on average, to run, secure and improve Absenca. They do not identify you, your users or any other person, and we do not sell them.

11. Third-party services

If you connect Slack, Microsoft Teams, Google Workspace, Microsoft 365 or another third-party service, your use of it is governed by your agreement with its provider, and data you send to it is under your control there. We are not responsible for third-party services, and we may change or end an integration if its provider changes or ends its service.

12. Intellectual property

We own Absenca, including its software, design and content. While the contract lasts, you and your users may use it for your organization's internal purposes. We may use suggestions and feedback you give us freely, without any obligation to you.

13. Confidentiality

Each party keeps the other's confidential information confidential, uses it only for this contract, and shares it only with people who need it for the contract and are bound by similar duties. This does not cover information that is public through no fault of the receiving party, that it already had or develops independently, or that it must disclose by law, in which case it tells the other party first where it lawfully can. These duties last for three years after the contract ends, and for as long as the information remains a trade secret.

14. Indemnities

We will defend you against a third-party claim that Absenca, as we provide it, infringes that party's intellectual property rights, and pay the damages and costs finally awarded. This does not apply to claims caused by your data, by combining Absenca with something we did not provide, or by use that breaks these Terms.

You will defend us against a third-party claim arising from your data or from use of Absenca that breaks section 6, and pay the damages and costs finally awarded.

The party claiming protection must tell the other promptly, let it control the defence and settlement, and give reasonable help, at the other party's cost.

15. Liability

• Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited or excluded by law.
• Subject to that, neither party is liable for loss of profits, revenue, business, goodwill or anticipated savings, or for any indirect or consequential loss.
• Subject to that, each party's total liability arising out of or in connection with the contract, in any 12-month period, is limited to the greater of: (a) the fees you paid us in the 12 months before the event that gave rise to the claim; and (b) £100.
• These limits do not apply to your obligation to pay fees.

16. Term, suspension and termination

The contract runs for as long as your organization exists in Absenca. You can end it at any time by deleting your organization, or by telling us. We can end it by giving you at least 30 days' notice.

Either party can end it at once if the other commits a material breach and does not fix it within 14 days of being told. We may suspend access straight away if that is needed to stop unlawful use or a security risk, and we restore it once the problem is solved.

When the contract ends, the exit terms in section 17 apply.

17. Exit: export, switching and deletion

• Export at any time: you can export your data at any time, with no notice period, during the contract and for at least 30 days after it ends. Do it yourself with the exports in the app: "Export all data" in the organization settings gives a complete export of your organization's data in a structured, commonly used, machine-readable format (JSON). Or ask support, who will provide it within 30 days.
• Switching: if you are moving to another provider or to your own systems, tell us, and we will support a transition period of up to 30 days, during which the service continues and we provide the exports above.
• Retrieval period: after the contract ends, you have at least 30 days to retrieve your data, unless you choose to erase it straight away, for example by deleting your organization in the app.
• Erasure: after the retrieval period, or straight away if you choose, we erase your data from the live service. Database backups for point-in-time recovery expire within 30 days after that.
• No fees: there are no switching, exit or data-export charges.
• Our data location and portability page describes the procedure.

18. Changes to these Terms

We may change these Terms. Before a material change takes effect, we tell your organization's admins by email at least 30 days in advance. If you do not agree to the change, you can end the contract before it takes effect, with the exit terms in section 17. Each version is dated, and earlier versions stay available at their own addresses, listed at the top of this page.

19. General

• Transfer: you may not transfer the contract without our consent. We may transfer it to a successor of our business, and we will tell you if we do.
• Events outside our control: neither party is liable for a failure caused by events beyond its reasonable control.
• Waiver: a delay in enforcing a right does not waive it.
• Severability: if a court finds part of these Terms invalid, the rest stays in force.
• Entire agreement: the contract described in section 3 is the whole agreement between us about Absenca.
• Third parties: nobody else has rights under the contract; the Contracts (Rights of Third Parties) Act 1999 does not apply.
• Notices: we send notices to your organization's admins by email; you send them to info@absenca.com.

20. Law and courts

These Terms, and any dispute or claim arising out of or in connection with them, including non-contractual disputes or claims, are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.

21. Language

These Terms are written in English. Translations and summaries in other languages are for convenience only; if they differ, the English version prevails.