Terms and Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and Cleffex Digital Ltd. ("Cleffex", "Company", "we", "us", or "our") governing your use of the Zmanix mobile application and web platform (collectively, the "Service").

By downloading, installing, accessing, or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Service.

If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

2. Description of Service

Zmanix is an employee attendance and time tracking platform that enables:

• Location-verified employee check-in and check-out
• Automated timesheet generation and management
• Break tracking and work session management
• Geofenced work location verification
• Biometric identity verification for attendance recording
• Administrative tools for workforce management

The Service is provided to employees through their employer organizations ("Subscribers") who maintain administrative accounts on the Zmanix platform.

3. User Accounts and Registration

3.1 Account Creation

To use the Service, you must register an account using the credentials provided by your employer (Organization ID, Employee Code, and initial password or admin code).

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access or security breach
• Ensuring your registered device is secure and protected

3.3 Single Device Restriction

For security purposes, each employee account is tied to a single registered device. This prevents unauthorized attendance recording and ensures accurate time tracking. To change your registered device, contact your employer's administrator.

3.4 Accurate Information

You agree to provide accurate, current, and complete information during registration and to update such information as necessary to keep it accurate and complete.

4. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree NOT to:

• Record attendance for anyone other than yourself ("buddy punching")
• Attempt to falsify your location or circumvent geofencing restrictions
• Use VPNs, location spoofing apps, or other tools to manipulate location data
• Share your login credentials with any other person
• Allow others to use your registered device to record attendance
• Attempt to gain unauthorized access to the Service or other users' accounts
• Interfere with or disrupt the Service or servers connected to the Service
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service for any illegal or unauthorized purpose
• Violate any applicable laws or regulations

5. Location Services and Permissions

5.1 Location Data Collection

The Service requires access to your device's location services to verify your presence at authorized work locations when recording attendance. By using the Service, you consent to:

• Collection of precise GPS location data during check-in and check-out
• Optional background location monitoring for geofenced automatic attendance
• Storage of location data associated with your attendance records

5.2 Required Permissions

The Service requires the following device permissions:

• Location (When In Use): Required for attendance verification
• Location (Always): Optional, for automatic attendance features
• Biometric Authentication: Required for identity verification

Denying required permissions may limit your ability to use the Service.

6. Biometric Authentication

The Service uses your device's biometric authentication (Face ID, Touch ID, or fingerprint) to verify your identity during attendance recording. By enabling this feature, you acknowledge that:

• Biometric verification is processed locally on your device
• Your actual biometric data is never transmitted to our servers
• Only the authentication result (success/failure) is used by the Service
• You are responsible for maintaining the security of biometric access to your device

7. Data Ownership and Rights

7.1 Your Data

You retain ownership of the personal data you provide to the Service. However, you grant us a non-exclusive, worldwide, royalty-free license to use, process, and store your data as necessary to provide the Service.

7.2 Attendance Data

Attendance records, timesheets, and related work data generated through the Service are the property of your employer organization. Your employer has full access to and control over this data through the administrative portal.

7.3 Our Intellectual Property

The Service, including its design, features, functionality, and all related intellectual property, is owned by Cleffex Digital Ltd. and protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works without our express written permission.

8. Service Availability and Modifications

8.1 Service Availability

We strive to maintain continuous availability of the Service but do not guarantee uninterrupted access. The Service may be temporarily unavailable due to:

• Scheduled maintenance and updates
• Emergency maintenance or security patches
• Technical issues beyond our control
• Force majeure events

8.2 Modifications

We reserve the right to modify, suspend, or discontinue any part of the Service at any time, with or without notice. We will make reasonable efforts to notify users of significant changes.

9. Termination

9.1 Termination by You

You may stop using the Service at any time. To delete your account, contact your employer's administrator or email us at info@cleffex.com.

9.2 Termination by Us

We may terminate or suspend your access to the Service immediately, without notice, if:

• You breach any provision of these Terms
• Your employer terminates their subscription
• Your employment with the subscribing organization ends
• We detect fraudulent or illegal activity
• Required by law or legal process

9.3 Effect of Termination

Upon termination, your right to use the Service will immediately cease. Provisions that by their nature should survive termination will survive, including ownership provisions, warranty disclaimers, and limitations of liability.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE.

We do not warrant that:

• The Service will be uninterrupted, secure, or error-free
• Any errors or defects will be corrected
• The Service will meet your specific requirements
• The results obtained from using the Service will be accurate or reliable

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CLEFFEX DIGITAL LTD., ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

• Loss of profits, revenue, or data
• Loss of employment or wages
• Business interruption
• Costs of procurement of substitute services
• Any other intangible losses

arising out of or in connection with your use of, or inability to use, the Service, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory.

Our total liability to you for all claims arising from or related to the Service shall not exceed the amount paid by your employer for your use of the Service in the twelve (12) months preceding the claim, or CAD $100, whichever is greater.

12. Indemnification

You agree to indemnify, defend, and hold harmless Cleffex Digital Ltd. and its officers, directors, employees, agents, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any third-party rights
• Any content you submit through the Service

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

13.2 Dispute Resolution

Any dispute arising from or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, the dispute shall be submitted to binding arbitration in Toronto, Ontario, Canada, conducted in English under the rules of the ADR Institute of Canada.

13.3 Class Action Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

14. Apple App Store and Google Play Store Terms

14.1 Apple App Store

If you downloaded the Service from the Apple App Store, you acknowledge that:

• These Terms are between you and Cleffex, not Apple Inc.
• Apple has no obligation to provide maintenance or support for the Service
• Apple is not responsible for any product warranties or claims
• Apple is not responsible for addressing any claims related to the Service
• Apple is a third-party beneficiary of these Terms

14.2 Google Play Store

If you downloaded the Service from Google Play, you acknowledge that:

• These Terms are between you and Cleffex, not Google LLC
• Google has no obligation to provide maintenance or support for the Service
• Google is not responsible for any product warranties or claims

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Cleffex regarding the Service and supersede all prior agreements and understandings.

15.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

15.4 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign our rights and obligations without restriction.

15.5 Language

These Terms were originally written in English. Any translations are provided for convenience only. In case of conflict, the English version shall prevail.

16. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

• Posting the updated Terms on our website
• Updating the "Last Updated" date
• Providing in-app notification for significant changes

Your continued use of the Service after such modifications constitutes acceptance of the updated Terms.

17. Contact Information

For questions about these Terms, please contact us: