Terms of Service

1. Definitions

• "Customer" means a company that has an account with us. A Customer that buys contract work is a "Client". A Customer that provides workers to a Client, directly or through another company, is a "Supplier".
• "Business User" means a person who uses the Services on behalf of a Customer.
• "Worker" means an individual who looks for work or does work through the Services, including candidates, consultants and contractors.
• "Customer Data" means the information a Customer, its Business Users or its Suppliers put into the Services.
• "you" means the Customer, Business User or Worker using the Services. When a Business User accepts these Terms, they accept them for their Customer.

2. Accepting these Terms and who may use the Services

By creating an account or using the Services, you agree to these Terms. If you do not agree, do not use the Services.

You may use the Services if:

• you can form a binding contract; and
• if you act for a company, you have authority to bind it.

A company account must be opened with a work email address. A personal email address from a consumer provider (such as Gmail or Yahoo) cannot open a company account. A Worker may use a personal email address.

[To be confirmed by counsel: minimum age, and any countries or persons excluded.]

3. Accounts and company access

Business Users. Business Users sign in with their employer's Microsoft or Google account, with an email link, or with an email address and password. A Business User's access belongs to the Customer that granted it. An owner or administrator at that Customer can suspend or end it at any time.

Workers. A Worker's account belongs to the Worker, not to any Supplier that invited them. It stays with the Worker if they work through a different Supplier.

Your responsibility. You are responsible for activity under your account. Keep your sign-in details private and tell us at support@etyme.com if you think someone else has used them. A sign-in session lasts up to 30 days unless you end it sooner.

Customer responsibility for its users. A Customer is responsible for the Business Users it grants access to, and for the roles and permissions it gives them.

4. What Etyme is and is not

What Etyme is. Etyme is software that a Client uses to manage its contract workers and the staffing Suppliers who provide them. It covers job requests, sending jobs to Suppliers, submissions, interviews, onboarding, timesheets, bills, invoice receipts, payments and compliance documents.

What Etyme is not.

• Not a staffing agency. Etyme does not employ Workers, place them, run a pool of available workers, or hold the employment relationship. Each placement is between the Client, its Suppliers and the Worker's employer.
• Not a decision-maker on whether a person may work. The Services record that a check took place, such as an I-9, a background check or a drug screen, with who ran it, when, and when it expires. Etyme does not run these checks and does not issue a "cleared to work" result. The decision belongs to the employer or Client that is legally responsible for it.
• Not a decision-maker on employment status. Etyme does not decide whether a person is an employee or an independent contractor, or whether an employee is exempt from overtime. The Services record what a company states, with its reason. Where pay alone rules out an overtime exemption, the Services say so. They never conclude that a person is exempt.
• Not a party to your deals. Etyme is not a party to any agreement, order or contract between Customers or between a Customer and a Worker.

[To be confirmed by counsel: whether operating the Services makes Etyme an employment agency or similar regulated business in any jurisdiction.]

5. Customer responsibilities

Each Customer must:

1. Use the Services lawfully, only to manage its own contract workforce and supplier relationships.
2. Have the right to upload personal information. This applies most to resumes and onboarding documents, which often come from recruiters rather than the Worker. The Customer confirms it is entitled to upload the information and has given each person any notice the law requires.
3. Keep information accurate, including rates, hours, dates and document details.
4. Make its own employment, engagement, pay and tax decisions, and meet its own obligations as an employer, client or supplier.
5. Meet its own legal duties, including work authorization checks, background check notices and consent, record keeping, and notices to Workers about the information the Services show, such as total time on site.

A Customer must not:

• try to reach information belonging to another company;
• try to get around the access controls described in our Privacy Notice;
• upload personal information it has no right to upload;
• interfere with the Services or their security; or
• use the Services to break any law.

6. Supplier terms

• Submitting Workers. A Supplier may put forward a Worker only if the Worker has given that Supplier permission in the Services. A Supplier putting forward its own employee does not need that permission, but the employee is told.
• Its own Workers' records. A Supplier is responsible for the documents and checks it is asked to provide for its Workers and for itself, such as insurance certificates.
• Bank details. A Supplier applying to work with a Client gives only its bank name, account name and the last four digits of its account. Full details go on the payment form the Client sends after approval.
• Billing. A Supplier bills only for its own engagements. A Client pays only an invoice that matches the approved hours, the invoice and the contract rate.
• Supplier names. Where a Supplier uses another Supplier, a Client sees the company it pays, not the companies below it, unless the Client's agreement with its Supplier requires them to be named.

7. Worker terms

• Your profile is private by default. A public profile page exists only if you turn it on.
• You control who may put you forward. You grant or decline permission to each Supplier separately. You can withdraw it. You can require a Supplier to ask you before each new Client, and you can refuse to be shown before your current contract ends. You choose how long a permission lasts, from 5 days to 500 days or until you cancel it.
• Your own timesheets. Only you may file your hours. Nobody else may enter hours for you.
• Your data rights are described in our Privacy Notice.
• Accuracy. You agree that what you put in your profile and timesheets is true.

8. Automated features

Some steps in the Services happen automatically, such as:

• ending a contract after its last day;
• expiring an invitation nobody answered;
• approving a job request or timesheet that falls within limits the Customer has set; and
• flagging a document or visa close to its expiry date.

Each automated action is logged with a plain-English reason and a note saying whether it can be undone. Customers can read these logs.

Outside text-reading service. Where it is set up, the Services use an outside service (named in our Privacy Notice) to suggest matching jobs, check a resume against the skills claimed for it, read imported files, draft public profile pages, and answer typed questions about a Customer's own data if that Customer has turned this on. Each match score shows its factors, basis, confidence and what it could not assess.

People decide. No automated result awards a job, rejects a person, bars a person, or releases a payment. A person at the Customer makes each of those decisions. Suggestions from the Services are advisory, and you are responsible for decisions you make using them.

9. Fees

The Services are free while they are being tested. No price has been set. Any price, and the terms that go with it, will be given to you in writing before it applies to you.

[To be confirmed by counsel: whether a price applies only once the Customer accepts it.]

10. Data

Customer Data belongs to the Customer. As between Etyme and a Customer, the Customer owns its Customer Data.

Our use is limited. We use Customer Data only to provide, secure and support the Services, to meet legal duties, and as described in our Privacy Notice and Data Processing Addendum. We do not sell it. We do not use it for advertising. We do not compare one Supplier's rates across different Clients.

Shared records. Some records concern more than one company, such as a contract between two companies, a bill between them, or the days a Worker spent on a Client's site.

Worker accounts. A Worker's own profile, resumes and permissions belong to the Worker.

Retention and deletion follow the schedule in our Privacy Notice.

Return of data at the end. A Customer can ask for its data when it leaves. We do not yet offer an automatic export of a Customer's data, because shared records need a decision about what goes with them. Until then we will answer the request by hand.

[To be confirmed by counsel: the scope and timing of data return and deletion after termination.]

11. Confidentiality

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

[To be confirmed by counsel: full confidentiality terms, including duration.]

12. Availability and support

We do not promise any level of uptime or availability. We record errors and alert our staff when they happen.

[To be confirmed by counsel and commercial terms: service levels, support hours and response times.]

13. Suspension and termination

By a Customer. A Customer may stop using the Services at any time. An owner or administrator may suspend or end any Business User's access.

By a Worker. A Worker may close their account by asking to be forgotten, as described in our Privacy Notice.

By us. [To be confirmed by counsel: when Etyme may suspend or end an account, the notice given, and what happens to fees and data on termination.]

What survives. Ending access does not delete records that other companies rely on or that the law requires to be kept.

14. Disclaimers

[To be confirmed by counsel: warranty disclaimer wording.]

Without limiting counsel's wording: the Services record and calculate information that Customers and Workers provide. We do not check that this information is true. Match scores and suggestions are advisory.

15. Limitation of liability

[To be confirmed by counsel: limitation of liability, including any cap and exclusions.]

16. Indemnities

[To be confirmed by counsel: whether either party gives an indemnity, and its scope.]

17. Governing law and disputes

[To be confirmed by counsel: governing law, venue and dispute resolution.]

18. Changes to these Terms

We will update the "Last updated" date when we change these Terms.

[To be confirmed by counsel: how and how far in advance we notify Customers and Workers of material changes.]

19. General

[To be confirmed by counsel: assignment, entire agreement, severability, notices, force majeure and other general terms.]

20. Contact us

Etyme Inc.
3201 Yorktown Ave, Ste. 110B
Durham, NC 27713
support@etyme.com