Subject:

These general conditions are applicable between the company MintHR (hereinafter MintHR) and the end Customer (hereinafter the User or the Customer) having subscribed together to a Contract for the provision of Services. The primary purpose of the general terms and conditions is to define the conditions of use of the MintHR Services chosen by the User with whom it has been agreed on the particular conditions applicable and present in the Contract. All of the general and special terms and conditions will hereinafter be referred to as the Agreement. Together, MintHR and End User shall be referred to as the "Parties."

 

Table of content

General terms and conditions of use of the MintHR Platform...

Definitions.

Article 1 - Services.

Article 2 - Contractual documents.

Article 3 - Implementation of the Services.

Article 4 - Rights granted by MintHR to the User

Article 5 - Financial considerations.

Article 6 - References.

Article 7 - Warranties.

Article 8 - Liability.

Article 9 - Personal Data Protection.

Article 10 - Confidentiality.

Article 11 - Obligations.

Article 12 - Assignment, sub-license.

Article 13 - Analysis.

Article 14 - Force majeure.

Article 15 - Independence of the Parties.

Article 16 - Applicable law / Jurisdiction / Miscellaneous.

 

Definitions

Contract: Contractual package consisting of the Subscription Contract, these general terms and conditions, and appendices to the Contract in some instances

Subscription Contract: Special conditions of the Contract that detail the specific contractual terms and Services subscribed to by the Customer.

Activation Date: Date on which MintHR gives the Customer access to its Account.

Services: All Application Solutions and Services made available to Customer by MintHR under the Agreement following the agreements outlined in the Agreement.

Users: Customer's staff members (whether or not they are employees) and external persons likely to be involved in payroll and personnel management who have a personal account to connect to their MintHR space.

Customer: The legal or physical person signing the Contract.

Data: Information, publications, and, in general, Customer Data integrated by the latter in the Subscribed Solutions, property of the Customer

Subscribed Solutions: Solutions subscribed to by the Customer and configured according to the Customer's needs, as set out in the Subscription Agreement

Parties: Term used to represent both MintHR and the Customer

Force Majeure: Exceptional event which cannot be faced

Article 1 - Services

This Agreement aims to define the terms and conditions applicable to the Services provided by MintHR to the User. Within the Contract framework, MintHR grants the User the non-exclusive and non-transferable right to use the Services chosen and established within the Contract framework agreed between the Parties.

 

 

 

 

Article 2 - Contractual documents

• Contractual hierarchy, a force of the Contract

 

The Contract formed between MintHR and the Customer is composed of the following documents:

1. The Subscription Agreement and its possible annexes and amendments
2. The present general sales conditions.

In case of contradiction between one or more conditions of the contractual documents composing the Contract, the Parties will consider the stipulations of the Subscription Contract and its possible annexes and amendments first.

The Parties agree that no handwritten annotation added by the Customer will have any value unless expressly accepted by MintHR and stipulated in an appendix to the Agreement.

The Agreement constitutes the entire Agreement of the Parties.

The execution of the Agreement implies that the Customer has accepted without reservation the present general conditions.

 

• Acceptance and evolution of these general conditions

By signing, the Customer declares that he has read the entire Agreement and duly accepted all its terms and conditions without reservation.

The Parties acknowledge that the acceptance of the Agreement by electronic means has the same value between the Parties as an agreement on paper.

MintHR reserves the right to modify these terms and conditions unilaterally. These modifications will be opposable to the Customer after having been published by any means.

Any modification of the present terms and conditions will be communicated to the Customer by electronic or postal means within thirty (30) calendar days before they take effect. In case of refusal of the new general conditions, the Customer remains free to terminate the Contract under the conditions agreed between the Parties.

 

 

• Duration

The Contract shall take effect as of its signature by both Parties for the Term specified in the Subscription Contract. The Contract is established for a minimum term of one (1) year and renewed by tacit Agreement.

 

• Termination

Suppose either Party fails to comply with its essential obligations under the Contract. In that case, the Contract may be terminated by operation of law, at the discretion of the offending Party, thirty (30) days after formal notice has been given by e-mail or by registered mail with return receipt and has remained without effect.

In case of termination of the Agreement, whatever the cause, all sums due by the Customer to MintHR at the effective date of the ending will have to be paid. Termination will not result in the refund of any amounts paid to MintHR by the Customer in connection with the performance of the Agreement. 

Upon the effective termination date, MintHR will discontinue the provision of the Services and access to the Application Solutions.

Upon termination of the Agreement, the Customer will no longer have access to its Account. MintHR will make its Data available to the Customer upon written request within thirty (30) days of termination of the Agreement. After this period, MintHR will delete all Customer Data. All Customer Data and information will be made available to the Customer as a download or send an external medium if the volume is too large. MintHR may provide a quote for any special requests from Customer that require additional costs for the transferability of Customer Data and information (e.g., conversion to a complex format or shipment to a unique media).

 

• Effects of termination of the Agreement

Upon termination of the Agreement, for any reason, access to the Platform will be disabled. MintHR will delete or cause to be deleted all Data from the Platform thirty (30) days after the termination of the Agreement. Therefore, the Customer has thirty (30) days after the termination of the Agreement to request MintHR to retrieve all of its Data.

 

 

• Withdrawal period

The Customer is informed that he is likely to have a right to retraction. The Customer will have to notify MintHR, by registered letter with acknowledgment of receipt, his will to use his right of withdrawal within seven (7) days from the date of conclusion of the Contract.

 

Article 3 - Implementation of the Services

 

• Technical requirements

The Customer must have a high-speed Internet connection (ADSL or Fiber) to access his MintHR space.

The Customer acknowledges that it will have to update its browser and its internet operating systems to use the MintHR Platform's Application Solutions fully.

 

• Access and identification requirements

The Customer and the Users shall take the necessary measures to ensure the security of the access to their Account, mainly through unique, personal, strong, and strictly confidential passwords.

The Customer acknowledges that MintHR shall not be liable for any fraudulent access to the Application Solutions and Services due to a defect or security breach resulting from carelessness, error, or omission of the Users or the Customer himself.

 

Article 4 - Rights granted by MintHR to the User

During all the duration of the Agreement, MintHR commits to provide to the User the following services which together form the Services:

• A license to use the MintHR software corresponding to each of the Services granted by MintHR to the Customer, listed in the Agreement established between the Parties.
• An access to the Software is configured according to the User's needs by a secured SSL connection (HTTPS) and a dedicated URL.
• A 24/7 availability of the Software is subject to maintenance.
• MintHR commits to perform the maintenance of the Platform and correct, within 48 hours, any repetitive and reproducible anomaly not allowing the complete execution of the Platform.
• The backup of all the User Data related to the use of the service since the beginning of the Contract.
• Daily backup of User Data on the MintHR Platform. These backups will be kept for one (1) month, after which MintHR will destroy them.
• Functional support (hotline) and training services are subscribed by the Customer in a separate contract either with MintHR or with a partner of its choice.
• MintHR will put all new versions of the Software online as soon as they are available. It is expressly agreed that only the new versions will be accessible by the User.

 

Article 5 - Financial considerations

• Annual fee

In consideration of the Services provided, the User agrees to pay to MintHR or to any partner of MintHR with whom it would have established its Contract an annual fee equal to the sum of the monthly fees due by the User for 12 consecutive months (hereinafter the Contractual Year). The terms of payment are specified in a separate Agreement.

 

• Failure to pay

The Customer shall pay his subscription in advance according to his selected payment method. At the end of the payment period and without payment renewal, the Customer will not access MintHR features until regularizes the situation. Before the payment expiry, MintHR will notify the Customer to normalize his status before access to his Account is restricted. Upon receipt of the new payment, MintHR will reactivate the Customer's MintHR Account. After thirty (30) days without the Customer rectifying the situation, MintHR reserves the right to delete all Customer data. During these thirty (30) days, the Customer will be able to ask MintHR to recover all its data or do it directly from the settings of its MintHR Account. After thirty (30) days without payment from the Customer, MintHR will break the Contract established between the Parties. The Customer will have to subscribe to a new subscription to use the MintHR Platform again.

 

Article 6 - References

MintHR will be able to mention the name and the official logo of the Customer on a list of references except for particular requests of the Customer, emitted in writing.

 

Article 7 - Warranties

The Customer declares and accepts that it will always have at least one employee trained as an administrator of MintHR software. It acknowledges and assumes that this condition is essential to the proper execution of the Agreement and the implementation of its operational support.

 

Article 8 - Liability

MintHR's proven liability is expressly limited to the repair of direct material damages, excluding all immaterial or indirect injuries, such as, in particular and without limitation, loss of chance, loss of turnover, commercial prejudice, moral prejudice, etc.,

In any case, the global responsibility of MintHR within the framework of the execution of the present conditions is expressly limited to 1 (one) time the amount of the annual fee concluded between the Parties.

 

Article 9 - Personal Data Protection

The Parties undertake to respect the legal regulations applicable to personal processing data known as "sensitive." Such data, such as an employee's religious or political views, will not be processed through the MintHR Platform unless the Customer has the authorization to process and subcontract such "sensitive" personal data and provides MintHR with formal written and apostilled permission. 

 

Article 10 - Confidentiality

Each of the Parties undertakes to keep confidential all information it receives from the other Party, and in particular not to disclose the other Party's personal information to any third party, other than employees or agents who need to know it; and to use the other Party's confidential information only to exercise its rights and fulfill its obligations under the Agreement.

 

The Parties' obligations concerning confidential information shall remain in effect for the duration of the Contract and for so long after its termination that the information concerned shall remain confidential to the disclosing Party. Each Party undertakes to ensure that these provisions are respected by their personnel or third parties who may intervene in any capacity whatsoever within the framework of the Contract.

 

Article 11 - Obligations

• Obligations of MintHR

Within the framework of the excellent execution of the Contract between MintHR and its Customer, MintHR is held with these obligations:

• To provide Services up to date and in perfect working order to its Customers.
• Provide access and Services following the terms of the Agreement between MintHR and Customer
• To request from the Customer any valuable information for the realization of its Services which would not be yet in its possession
• To coordinate the activity of its various subcontractors
• To control the excellent availability of the Services and warn the Customer as soon as possible against any difficulties in the execution of the Services of which MintHR would know.
• Take appropriate measures to secure the Solutions
• Keep Personal Data confidential and process it following the Customer's documented instructions in using the MintHR Platform. If MintHR believes that a Customer's instruction constitutes a breach of Data protection, MintHR will promptly notify the Customer.
• Ensure that only authorized MintHR employees who have previously signed a strict confidentiality agreement may access MintHR user data for the sole purpose of assisting them when necessary and upon their request only.
• Take all necessary technical and organizational measures to protect the Data from unauthorized disclosure, unlawful processing of Personal Data. In the rare event of a breach of Customer Data, MintHR will promptly notify the Customer and implement strict measures to remedy the breach.

 

• Customer's obligations

In consideration of MintHR's obligations, the following are the Customer's obligations in connection with its use of the MintHR Solution:

• The Customer shall notify any audit performed by himself on the MintHR Platform to MintHR in writing with twenty (20) business days' notice before the date of such audit. Such notification shall specify the name of the auditor and the terms and conditions of the audit. MintHR may object to the audit within ten (10) days of receiving such notice. MintHR will propose a choice of three recognized and independent auditing companies to which the Customer may have recourse to carry out this audit. However, the number of audits shall be less than one (1) time per twenty-four (24) month period. For any additional audits, MintHR reserves the right to charge the Customer for all costs incurred by MintHR due to the other audit.
• Provide MintHR with and document in writing any instructions necessary for the processing of Personal Data, including the processing of Sensitive Data.
• To use MintHR's Services and Solutions only for business purposes.
• Not to gain unauthorized access to the Services and Solutions and their associated networks.
• Designate a primary contact within the Customer's organization to communicate with MintHR staff.
• To put in place qualified personnel to ensure the proper performance of its obligations under the Agreement.
• Provide sufficiently qualified and documented information for use by MintHR in its Services.
• Verify the accuracy, completeness, and integrity of the content before any communication with MintHR and update it in real-time. Meet agreed-upon deadlines for providing such information.
• To ensure that individuals who have access to Personal Data via the Services comply with the security rules implemented by MintHR, keep their login and password strictly confidential, and immediately alert MintHR of the loss or theft of said Identification Data.
• Not to make the MintHR Solutions available to any third party other than its users.
• Not to download content that contains or may contain viruses or programs that destroy Data or illegal content or may offend public order or morality.

 

In case of non-compliance with its obligations by the Customer or its Users, MintHR reserves the right to suspend access to the Services and terminate the Agreement according to the conditions detailed in these TOS without any compensation to the Customer. The Customer will have to be up to date in the payment of its due dates at the time of the termination of the Contract. Otherwise, the amount of its due dates remains due to MintHR by right. 

 

Article 12 - Assignment, sub-license

The Customer recognizes that the Contract is concluded intuitu personae. The Customer will not be able at any time to transfer all or part of the rights and obligations resulting from the Agreement without the prior written Agreement of MintHR, whether it is within the framework of a partial or complete transfer, a sub-license, and any other Agreement providing for the transfer of the said rights and obligations.

MintHR shall be free to assign all or any part of the Agreement, without Customer's prior written consent and upon notice to Customer, to any affiliate or third Party of its choice, whether by partial or complete assignment, sublicense, or any other Agreement is providing for the transfer of such rights and obligations.

 

Article 13 - Analysis

To create statistical analyses and research for development purposes, MintHR may compile Statistical Data and other information related to the Services' performance, operation, and use. MintHR may also make such analyses public. They will not include any content or personal data and confidential information in any form that MintHR could use to identify Customer or its employees, or any other natural person, which Customer agrees and acknowledges.

 

Article 14 - Force majeure

The Parties shall not be liable for any loss, damage, delay, or partial non-performance resulting directly or indirectly from an event of force majeure. Each Party shall notify the other Party in writing as soon as possible in the event of force majeure. The time required for the performance of its obligations will be suspended without it incurring any liability whatsoever. The Parties shall endeavor, to the extent possible, to mitigate the effects of force majeure. Each of the Parties shall bear the cost of all expenses incurred due to the force majeure event. If an event of force majeure prevents either Party from performing an essential obligation of the Contract for more than thirty (30) days, either Party may terminate the Contract by right by written notice to the other Party.

 

Article 15 - Independence of the Parties

Each of the Parties is a legally and financially independent legal entity, acting in its name and under its sole responsibility.

 

Article 16 - Applicable law / Jurisdiction / Miscellaneous

Any dispute between MintHR and its Customer under this Agreement will be submitted to the exclusive jurisdiction of the competent court of Casablanca, Morocco.

 

The Parties attest to have read and understood these Terms and Conditions, which will be attached to the Contract and annexes (if necessary). In case of litigation within the Contract framework between MintHR and its Customer, the Contract concluded between the Parties and the present Terms and Conditions will be considered authoritative.

 

Version 01-2021