Vardify Terms of Use

These terms are the contract between Nivorbit Teknoloji Limited Şirketi ("Nivorbit") and the business that opens a Vardify account ("Subscriber", "you"). When you tick the box while opening your account, the version of this text you ticked is concluded between you and Nivorbit.

Do not skip this. Vardify calculates working time, overtime, leave entitlement and payroll inputs. What comes out of those calculations is somebody's wages. Clauses 3 and 9 say who is responsible for that outcome, and the answer is largely you.

1. Parties and definitions

• Nivorbit — Nivorbit Teknoloji Limited Şirketi, Sarıcaeli Köyü, Sarıcaeli Küme Evleri No: 29 İç Kapı No: 109, 17100 Merkez / Çanakkale, Türkiye. Trade registry: 0631151313600001. Tax office/number: Çanakkale Vergi Dairesi, 6311513136.
• Subscriber — The business that opens and uses the Vardify account. May be a legal entity or a sole trader.
• Service — The Vardify web panel, mobile app, kiosk app and the server side behind them.
• End User — A person who accesses the Service under the Subscriber: owner, manager and employees.
• Business Data — Every piece of data the Subscriber or its End Users enter into the Service, or that the Service produces from them. Employee personal data is included.

2. Formation and acceptance

1. The contract is formed when you tick the "I have read and accept the Terms of Use" box while opening your account. The version, date and time of the text you ticked are recorded.
2. You cannot use the Service without ticking the box. Conversely, using the Service is not by itself acceptance: acceptance is a separate, ticked declaration.
3. The person opening the account represents that they are authorised to bind the Subscriber.
4. If these terms change, the new version is notified by email and in the panel at least 30 days before it takes effect. If you do not accept the new version you may terminate within the notice period and export your data (see clause 8).

3. What the Service covers and — more importantly — what it does not

Vardify produces shift planning, availability collection, clock-in/out (timesheet) records, leave and shift-swap approvals, tip distribution, labour cost reporting and payroll preparation output. Where the franchise network feature is on, it shares aggregated data with the network centre at the level the Subscriber chooses.

Vardify is not a payroll, accounting, tax advisory or legal service. The product performs working-time and leave calculations from the rules of the country your business is registered in — the normal working week, overtime, rest periods, public holidays, annual leave and sick pay — and offers defaults for them. Each rule states on screen whether it was read from the legislation or is indicative. These are an aid, not legal advice:

1. The inputs to those calculations are your data. A shift time entered wrongly produces a wrong overtime figure.
2. Legislation changes; the product may reflect a change late.
3. Where a rule is marked indicative or absent, the product enforces nothing and asks you to enter your own figure; a retention period shown as a default is not a statutory period.
4. The Subscriber is responsible for the accuracy of wages payable, deductions, social security declarations and tax obligations. Vardify does not sign the payroll.

Check every figure the product produces before you pay against it.

4. Subscriber's obligations

1. Accurate data. You keep branch, employee, pay and working-time information accurate and current.
2. Data-protection obligations towards your employees are yours. For your employees' personal data you are the controller (GDPR art. 4(7)) and Nivorbit is the processor (art. 4(8)). The duty to inform (art. 13 and 14), the lawful basis for each processing (art. 6 and 9), records of processing (art. 30) and any impact assessment (art. 35) are yours. The product offers tools that make this easier (privacy-notice templates, consent records, personnel-file checklist) but it does not assume the obligation. See the Data Processing Agreement.
3. Location and device. Location for clock-in verification is read only at the moment of the scan and only with consent. Obtaining that consent from your employee, and leaving an alternative route where consent is not given, is your responsibility.
4. Access security. You protect your account credentials and remove access for people who leave. Actions taken from your account are attributed to you.
5. Lawful use. You will not use the Service to monitor employees continuously, to profile them in ways the product does not offer, or for any purpose contrary to law. Vardify does not use biometric data or facial recognition; that boundary is a deliberate choice in the product.
6. No reverse engineering, no sublicensing of the Service, no overloading it with automated tools.

5. End Users

Giving your employees access to the Service does not make them parties to these terms; the relationship is with you. The Subscriber is responsible for End Users' use of the Service. Employees' rights over their own personal data (access, rectification, erasure, restriction, portability, objection) remain intact in all cases, and the product makes them exercisable from within the app.

6. Fees

1. Plans and limits. Plans, prices and limits are shown on the pricing page and in the panel, in the currency of your market, and are those in force on the day you subscribe.

   • Free — Free for ever: 1 branch, up to 5 employees, 1 manager and limited features.
   • Paid plans — Priced per business: the plan's fee includes the first branch and a number of employees for the whole business; each further branch is charged separately at the plan's extra-branch price shown. Paid monthly or yearly. Yearly billing gives two months free and is charged upfront for the year. Each employee beyond the number the plan includes is billed as an extra seat at the per-seat price shown.
   • Special quote — Nivorbit may give the Subscriber a written quote of its own for a paid plan: the fee, the branches and employees it includes and the prices of further branches and employees are set in the quote. The quote is shown in the panel and is accepted by paying for the plan; an accepted quote is that plan's price for the Subscriber.

2. Trial. A new business gets a 30-day trial with all features, with no card required. If the trial ends without a plan being chosen, the business moves to the Free plan and no data is deleted. If the business is above the Free plan's limits (for example, more than 5 employees), the account becomes read-only until a plan is chosen or the employees are reduced to the limit.

3. Payment. Vardify is sold only on the web; there are no purchases in the mobile app. Orders are processed by Paddle.com Market Ltd ("Paddle"), our online reseller and the Merchant of Record, which takes the payment, issues the invoice, handles VAT and makes refunds under its own buyer terms. Nivorbit does not see or store your card details.

4. Taxes. Prices are shown as Paddle's checkout shows them for your country; Paddle calculates and charges the VAT or other tax that applies by law. Where you supply a valid VAT identification number and the reverse-charge mechanism applies, the invoice says so and shows no VAT.

5. Price changes are notified at least 30 days in advance and take effect at the first renewal after the notice. A price lock promised in a written offer (for example to founding customers) is honoured for the term stated in that offer.

6. Non-payment. If payment cannot be taken, the account is first closed to write operations and suspended after 14 days. A suspended account's data is not deleted; clause 8 applies.

7. Service level, downtime and warranty

1. Nivorbit provides the Service with reasonable care but does not warrant that it will run uninterrupted or error-free. Contractual availability commitment: none.
2. Planned maintenance is carried out at quieter hours where possible and announced in advance.
3. Nivorbit is not responsible for outages of third-party services (notifications, email, payment, identity provider).

8. Termination and what happens to your data

1. The Subscriber may terminate at any time from the panel. Termination takes effect at the end of the paid period; prepaid amounts are not refunded.
2. Nivorbit may terminate on 30 days' notice in case of a material breach of these terms.
3. You have 30 days after termination to export your data. Export is done from the panel and is free of charge.
4. At the end of those 30 days, Business Data is deleted. The only exception is records that must be retained by law; those are kept only for the relevant statutory period and only for the purpose of retention.
5. Nivorbit does not use Business Data for its own purposes after termination.

9. Limitation of liability

1. Nivorbit's total liability under this contract is limited to the fees paid by the Subscriber in the 12 months before the claim arose.
2. Nivorbit is not liable for loss of profit, loss of business, reputational harm or indirect loss.
3. These limitations do not apply to Nivorbit's intent or gross negligence, nor to liability that the applicable law does not allow to be limited.
4. Under clause 3, the accuracy of wage, deduction, social security and tax calculations is the Subscriber's responsibility. Where the Subscriber pays a third party as a result of such a calculation, it has no right of recourse against Nivorbit.

10. Intellectual property

The software, interface, design and brand of the Service belong to Nivorbit. This contract grants you only a non-exclusive, non-transferable right of use for the duration of the subscription. Business Data belongs to you; Nivorbit holds only the processing authority needed to provide the Service.

Measurements used to improve the product are limited to data aggregated so that neither a person nor a business can be identified.

11. Confidentiality

Nivorbit keeps the Subscriber's commercial information confidential. Processing of personal data is governed by the Privacy Policy and the Data Processing Agreement; in case of conflict the Data Processing Agreement prevails.

12. Force majeure

In events beyond the parties' control — natural disaster, war, epidemic, cyber-attack, infrastructure and power outages, decisions of public authority — obligations are suspended for the duration of the impediment. If the impediment exceeds 30 days, either party may terminate without compensation.

13. Assignment

The Subscriber may not assign this contract without Nivorbit's written consent. Nivorbit may assign it in the event of a merger or transfer of business; the assignment is notified and the Subscriber may terminate if it wishes.

14. Governing law and jurisdiction

Turkish law applies to this contract. The courts of İstanbul Anadolu have jurisdiction over disputes. Mandatory provisions of the law of the Subscriber's country of establishment that cannot be derogated from by agreement — including consumer and data-protection law — are unaffected.

15. Language

The English version of this document is binding. Versions in other languages, where provided, are for information; if translations conflict, the English text governs.

16. Contact

Nivorbit Teknoloji Limited Şirketi · Sarıcaeli Köyü, Sarıcaeli Küme Evleri No: 29 İç Kapı No: 109, 17100 Merkez / Çanakkale, Türkiye · hello@vardify.com · +90 533 399 64 86