Terms and Conditions

• Service: the VertexHR software platform, apps, AI features, documentation and related support.
• Authorised Users: your employees and contractors you permit to access the Service.
• Customer Data: all data, including personal data, that you or your Authorised Users upload to or create in the Service.
• Subscription: your paid plan, including the number of employee records billed.
• DPA: our Data Processing Agreement, which forms part of these Terms.

2.1 You are responsible for the accuracy of your account information and for all activity under your account.

2.2 You must keep login details confidential, ensure Authorised Users comply with these Terms and our Acceptable Use Policy, and tell us promptly at support@vertex-hr.com about any unauthorised access.

2.3 We grant you a non-exclusive, non-transferable right during the Subscription to allow Authorised Users to use the Service for your internal business purposes.

If we offer a free trial, it runs for 7 days. The Service is provided as-is during the trial, and we may delete trial data 30 days after the trial ends if you do not subscribe.

4.1 The Service is charged at £3 per active employee record per month, plus any add-ons you select, exclusive of VAT. Current prices are on our website.

4.2 Fees are invoiced monthly in advance, based on the number of active employee records at the billing date. Records added mid-month are charged from the next billing date unless otherwise stated.

4.3 Invoices are payable by bank transfer to the account shown on the invoice within 14 days of the invoice date. If an invoice remains unpaid 14 days after its due date and we have given you notice, we may suspend access until it is paid. We may charge interest on late payments under the Late Payment of Commercial Debts (Interest) Act 1998.

4.4 We may change our prices by giving at least 30 days' written notice. The change applies from your next billing period after the notice ends. You may cancel before then if you do not accept it.

4.5 Fees are non-refundable except where these Terms or the law say otherwise.

5.1 Subscriptions run month to month and renew automatically until cancelled.

5.2 You may cancel at any time in your account settings. Cancellation takes effect at the end of the current billing period, and no partial refunds are given.

5.3 We may suspend or terminate your access immediately if you materially breach these Terms (including non-payment or breach of the Acceptable Use Policy) and do not fix the breach within 14 days of notice, or if you become insolvent. We may also end the Service on 60 days' notice for any reason, refunding any fees paid in advance for the period after termination.

5.4 After termination you have 30 days to export your Customer Data. After that we will delete it in line with the DPA, unless the law requires us to keep it.

6.1 You own your Customer Data. You give us a licence to host, process and display it only to provide, secure and support the Service and as permitted by the DPA.

6.2 You are the controller of personal data in your Customer Data, and we are your processor. You are responsible for having a lawful basis to upload and use it, giving your employees appropriate privacy information, and the accuracy and legality of the data.

6.3 Both parties will comply with the UK GDPR, the Data Protection Act 2018 and, where applicable, the EU GDPR. The DPA applies to our processing of personal data on your behalf.

6.4 We may use anonymised and aggregated data that does not identify you or any individual to operate and improve the Service.

7.1 Certain platform features, including the visibility of audit and record history, are configured by us at platform level. You may request changes through support@vertex-hr.com.

7.2 With your authorisation, our support staff may access your account to diagnose issues or carry out requested actions, including permanent deletion of records at your written request. Support access is logged.

8.1 The Service uses AI to suggest information such as document expiry dates. AI output may be inaccurate or incomplete. You are responsible for checking it before relying on it, particularly for legal compliance obligations such as right-to-work checks.

8.2 The Service supports your HR processes but does not provide legal, employment or tax advice.

9.1 We will provide the Service with reasonable skill and care and use reasonable efforts to keep it available 24 hours a day, except for planned maintenance (which we will try to schedule outside UK business hours) and events beyond our reasonable control.

9.2 We may update and improve the Service from time to time. We will not materially reduce its core functionality during a paid billing period without notice.

9.3 Except as set out in these Terms, the Service is provided without any other warranties, and all implied terms are excluded to the extent permitted by law.

We and our licensors own all rights in the Service, including software, design, trade marks and documentation. You must not copy, modify, reverse engineer, resell or create derivative works from the Service, except as allowed by law. If you send us feedback, we may use it freely.

Each party will keep the other's confidential information confidential and use it only to perform these Terms. This does not apply to information that is public, already known, independently developed or required to be disclosed by law.

12.1 Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot be limited by law.

12.2 Neither party is liable for loss of profits, revenue, business, goodwill or anticipated savings, or for any indirect or consequential loss.

12.3 Subject to 12.1, each party's total liability under or in connection with these Terms in any 12-month period is limited to the fees paid and payable by you in the 12 months before the event giving rise to the claim.

12.4 Your payment obligations, and your liability under clause 13, are not limited by 12.3.

You will indemnify us against claims by third parties arising from your Customer Data or your breach of the Acceptable Use Policy or data protection law.

We may update these Terms. We will give at least 30 days' notice of material changes by email or in the app. Continuing to use the Service after that date means you accept the changes; if you do not, you may cancel before they take effect.

• Force majeure: neither party is liable for delays caused by events beyond its reasonable control.
• Assignment: you may not transfer these Terms without our consent. We may transfer them to a group company or a buyer of our business.
• Subcontracting: we may use subcontractors and sub-processors, including our group company Arj Global Private Limited, and remain responsible for them.
• Entire agreement: these Terms, the DPA, the Acceptable Use Policy and your order form (if any) are the whole agreement between us.
• Third parties: no one other than the parties has rights under the Contracts (Rights of Third Parties) Act 1999.
• Severance and waiver: if any provision is invalid, the rest remains in force. A delay in enforcing a right is not a waiver.
• Notices: notices to us go to support@vertex-hr.com or our registered office; notices to you go to your account owner's email address.
• Governing law and jurisdiction: these Terms are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.

These Terms are read together with our Privacy Policy, Data Processing Agreement, Sub-processor list and Acceptable Use Policy.