Terms of Service

In these Terms:

"Izerra" means DMS Infra OÜ, providing the Izerra HR and hiring SaaS platform.

"Service" means the hosted HR and hiring platform branded as Izerra, including the tenant administration environment and careers portals accessible via izerra.com and related domains.

"Tenant" or "Customer" means the legal entity that has a subscription to the Service.

"Authorized User" means an individual authorized by a Tenant to access and use the Service on its behalf (for example, HR staff, hiring managers, administrators).

"Candidate" means an individual whose personal data is processed in the Service in connection with recruitment or employment.

"Careers Portal" means a public‑facing site or page powered by Izerra where Tenants publish job offers and where Candidates can apply.

"Customer Data" means all data and content submitted to or stored in the Service by or for a Tenant, including employee data, Candidate data, job postings, attachments, and internal notes.

"Subscription Plan" means the applicable service tier, features, usage limits, and pricing, as set out in an order form, in‑app subscription page, or separate commercial agreement.

2.1 Functionality. Izerra provides a multi‑tenant HR and hiring platform that enables Tenants to:

• Manage employee and HR‑related information.
• Create and publish job postings using Careers Portals.
• Receive and manage Candidate applications, communications, and evaluations.

2.2 No HR or legal advice. We do not provide legal, HR, or employment advice. We are not a party to any employment relationship or contract between a Tenant and a Candidate. Tenants remain solely responsible for their HR policies, recruitment processes, and hiring decisions.

2.3 Changes to the Service. We may modify or improve the Service from time to time, including adding, changing, or removing features. We will not make changes that unreasonably reduce core functionality for the duration of a current paid subscription term, except where required for legal, security, or operational reasons.

3.1 Account registration. To use the Service, a Tenant must create an account and provide accurate company and contact information. Tenants must keep this information up to date.

3.2 Authorized Users. Tenants control which individuals are Authorized Users and what roles and permissions they have. Tenants are responsible for:

• Ensuring all Authorized Users comply with these Terms.
• Maintaining the confidentiality of login credentials.
• All activity occurring under their accounts.

3.3 Security. You must notify us promptly of any suspected unauthorized access or use of an account or the Service. We may require password resets or take other appropriate actions to protect the Service and Customer Data.

3.4 Candidate access. Candidates interact with the Service primarily through Careers Portals and Candidate‑facing features (such as application forms, status pages, and messaging). Such access is limited, personal, and may be disabled by the Tenant or by us at any time (for example, if an account is terminated or if we detect misuse or security threats).

4.1 License to use the Service. Subject to these Terms and timely payment of applicable fees, we grant the Tenant a limited, non‑exclusive, non‑transferable, non‑sublicensable right to access and use the Service during the subscription term for its internal HR and recruitment activities.

4.2 Restrictions. Tenants and Authorized Users must not:

• Attempt to reverse engineer, decompile, or otherwise derive the source code of the Service.
• Copy, modify, or create derivative works of the Service or any part of it.
• Sell, resell, rent, lease, sublicense, or otherwise commercially exploit the Service, except through legitimate use for their own HR and hiring processes and Careers Portals.
• Use the Service to build or train a competing product or service.
• Interfere with or disrupt the integrity, performance, or security of the Service or other users' data.
• Use the Service for any unlawful, harmful, fraudulent, or discriminatory purpose, or in violation of applicable employment, labor, or data protection laws.

4.3 Content standards. Tenants are responsible for all content they submit, publish, or process through the Service, including job postings, messages, and notes. Content must:

• Be accurate, lawful, and not misleading.
• Not infringe intellectual property, privacy, or other rights of any person.
• Not include hate speech, harassment, defamation, or other offensive material.

We may remove or restrict access to content if we reasonably believe it breaches these Terms or applicable law.

5.1 Ownership of Customer Data. Tenant retains all rights, title, and interest in Customer Data. We do not claim ownership of Customer Data.

5.2 License to Customer Data. Tenant grants us a limited, worldwide, non‑exclusive license to host, store, process, transmit, and display Customer Data solely to:

• Provide, maintain, and improve the Service.
• Provide customer support.
• Ensure security and prevent abuse.
• Comply with legal obligations.

5.3 Data protection roles.

• For employee and Candidate data that Tenants process through the Service, Tenant is the data controller (or equivalent under applicable law), and Izerra acts as data processor.
• For personal data we process for our own purposes (e.g. operating izerra.com, our own recruitment, analytics, billing, security, and marketing), we act as data controller.
• Where required by law (for example, under GDPR), the parties will enter into a separate Data Processing Agreement (DPA), which forms part of the contract and governs our processing of personal data on behalf of the Tenant.

5.4 Privacy Policy. Our processing of personal data as controller is described in the Izerra Privacy Policy, which is incorporated by reference into these Terms. Tenants must provide their own privacy notices to employees and Candidates and must ensure their use of the Service complies with applicable data protection laws (including GDPR where it applies).

5.5 Aggregated and anonymized data. We may create anonymized or aggregated data derived from Customer Data and Service usage. Such data will not identify individuals or Tenants and may be used to analyze and improve the Service, develop new features, and generate statistics or benchmarks.

6.1 Global application. Izerra operates globally and may be used by Tenants and data subjects in various countries. Both Izerra and Tenants agree to comply with applicable data protection laws, including the EU General Data Protection Regulation (GDPR) where it applies to the processing of personal data of individuals in the EU/EEA.

6.2 International transfers. The Service may involve transfers of personal data to countries outside the EU/EEA and the UK. Where we transfer personal data from the EU/EEA or the UK to a country without an adequacy decision, we will implement appropriate safeguards, such as:

• Standard Contractual Clauses approved by the European Commission (and, where applicable, the UK addendum), and
• Additional technical and organizational measures where necessary to ensure an essentially equivalent level of protection.

Further details are described in the Izerra Privacy Policy and/or the applicable DPA.

7.1 Control of recruitment. Tenants are solely responsible for how they use the Service to manage recruitment and HR processes, including:

• Which roles and job postings are created and published.
• Which Candidates are shortlisted, rejected, or hired.
• How long Candidate and employee data is stored.
• The content of job descriptions, communications, and assessments.

7.2 Candidate information and consents. Tenants must:

• Clearly inform Candidates about how their personal data will be used.
• Obtain any required consents (for example, for talent pool retention, contacting referees, or specific assessments).
• Respond to Candidate rights requests under applicable data protection laws, except where we act as an independent controller.

7.3 Izerra's role. We provide the technology platform but do not control the substance of job postings, employment terms, or hiring decisions and are not responsible for any disputes between Tenants and Candidates.

8.1 Fees. Tenants agree to pay all fees associated with their Subscription Plan and any additional services or usage charges.

8.2 Billing and payment. Unless otherwise agreed in writing:

• Fees are billed in advance for each billing period (for example, monthly or annually).
• Fees are non‑refundable, except where mandatory law requires otherwise or where we explicitly agree to a refund.
• We may use third‑party payment providers to process payments, and their terms may apply.

8.3 Changes to pricing. We may change pricing for future subscription periods. Any changes will be communicated in advance and will not affect the fees for a current, already‑paid billing period.

8.4 Overages and add‑ons. If Tenant exceeds usage limits (such as number of Authorized Users, employees, or active jobs) or enables paid add‑ons, additional fees may apply according to the then‑current pricing.

8.5 Taxes. Fees are exclusive of VAT, GST, or other applicable taxes. Tenants are responsible for such taxes, except for taxes based on our income.

9.1 Availability. We use commercially reasonable efforts to keep the Service available and performant, subject to maintenance and internet‑related limitations.

9.2 Maintenance. We may schedule maintenance that could temporarily affect availability. Where reasonably possible, we will perform maintenance outside peak business hours and provide prior notice.

9.3 Support. We provide standard support through channels specified in the Service or on izerra.com. Different Subscription Plans may include different support levels and response times.

10.1 Confidential information. Each party may receive confidential or non‑public information from the other party in connection with the Service. "Confidential Information" includes Customer Data, technical information, business plans, and any information marked or reasonably understood as confidential.

10.2 Obligations. Each party will:

• Use the other party's Confidential Information only for purposes related to these Terms.
• Not disclose it to third parties except to employees, contractors, or advisors who need to know it and are bound by confidentiality obligations at least as protective as these.
• Use reasonable measures to protect it from unauthorized access or disclosure.

10.3 Exceptions. Confidential Information does not include information that:

• Is or becomes public through no fault of the receiving party.
• Was lawfully known to the receiving party before disclosure.
• Is received from a third party without breach of any duty.
• Is independently developed without use of the disclosing party's Confidential Information.

10.4 Required disclosure. A party may disclose Confidential Information if required by law, regulation, or court order, provided it (where legally permitted) gives reasonable notice to allow the other party to seek protective measures.

11.1 Izerra IP. We and our licensors retain all rights, title, and interest in and to the Service, including software, user interface designs, databases, documentation, logos, and trademarks, as well as all related intellectual property rights.

11.2 No implied rights. Except for the limited license granted in Section 4, these Terms do not grant any rights to the Service or our intellectual property.

11.3 Feedback. If you provide feedback, ideas, or suggestions about the Service, we may use them for any purpose without obligation or compensation to you.

12.1 Limited warranty. We will provide the Service with reasonable skill and care and substantially in accordance with these Terms and any then‑current documentation.

12.2 General disclaimer. Except as expressly stated in these Terms and to the maximum extent permitted by applicable law, the Service is provided "as is" and "as available", and we disclaim all other warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non‑infringement.

12.3 No guarantee. We do not warrant that the Service will be uninterrupted, error‑free, or completely secure, or that it will meet your specific requirements or expectations.

13.1 Exclusion of certain damages. To the maximum extent permitted by law, neither party is liable for any indirect, incidental, consequential, special, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or related to the use of or inability to use the Service, even if advised of the possibility of such damages.

13.2 Liability cap. To the maximum extent permitted by law, each party's total aggregate liability arising out of or related to these Terms and the Service (whether in contract, tort, or otherwise) will not exceed the total fees paid by the Tenant to us for the Service during the twelve (12) months immediately preceding the event giving rise to the claim.

13.3 Exceptions. The limitations above do not apply to:

• Tenant's payment obligations.
• Liability that cannot be excluded or limited under applicable law.

14.1 Indemnity by Tenant. Tenant will defend, indemnify, and hold harmless Izerra, its affiliates, and their directors, officers, and employees from any claims, damages, and expenses (including reasonable legal fees) arising out of:

• Tenant's or Authorized Users' breach of these Terms.
• Customer Data (including any claim that Customer Data or its use infringes, misappropriates, or otherwise violates any third‑party rights or law).
• Tenant's recruitment practices, employment decisions, or interactions with Candidates or employees.

15.1 Term. These Terms apply from the time you first create an account or use the Service and continue for as long as you have an active subscription or otherwise use the Service.

15.2 Automatic renewal. Subscriptions renew automatically at the end of each billing period for the same duration, unless canceled according to the cancellation options in your account or order.

15.3 Termination by Tenant. Tenant may terminate at the end of the current billing period by using the cancellation function in the account or by following any other cancellation process we provide. Unless otherwise stated, fees already paid are not refundable.

15.4 Termination for cause. Either party may terminate these Terms with immediate effect by written notice if the other party materially breaches them and fails to cure the breach within thirty (30) days of receiving written notice.

15.5 Suspension. We may suspend or restrict access to the Service if:

• Fees are overdue and remain unpaid after reminders.
• We reasonably believe your use of the Service poses a security risk, may cause harm, or violates these Terms or law.

15.6 Effect of termination. Upon termination or expiration:

• Tenant's right to access and use the Service ends.
• Upon Tenant's request and within a reasonable period, we will provide a copy of Customer Data in a commonly used format, provided the account is in good standing.
• We may delete or anonymize remaining Customer Data after a defined retention period, subject to legal obligations and any applicable DPA.

These Terms are governed by the laws of Estonia, without regard to conflict‑of‑law rules.

Any disputes arising out of or in connection with these Terms will be subject to the exclusive jurisdiction of the courts of Estonia, unless mandatory law in another country grants you additional rights or requires a different forum (for example, for certain consumer disputes).

Nothing prevents either party from seeking urgent injunctive or equitable relief from a competent court.

We may update these Terms from time to time. The most current version will be available on izerra.com with a "Last updated" date. If we make material changes, we will provide reasonable notice (for example, via email or in‑app notification).

By continuing to use the Service after updated Terms become effective, you accept the changes. If you do not agree, you must stop using the Service and may terminate your subscription as described in Section 15.

Entire agreement. These Terms, together with any order forms, the Privacy Policy, and any applicable DPA, constitute the entire agreement regarding the Service and supersede prior agreements on the same subject.

Order of precedence. In case of conflict, the following order applies: (1) DPA (for data protection), (2) signed order or commercial agreement, (3) these Terms, (4) online documentation and policies.

Assignment. Tenant may not assign these Terms without our prior written consent, except to a successor in interest in connection with a merger or sale of substantially all assets. We may assign these Terms to an affiliate or in connection with corporate reorganization or business transfer.

No waiver. Failure to enforce any provision is not a waiver of that provision.

Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in full force and effect.

Notices. Formal notices under these Terms must be sent to the contact details specified in your account or on izerra.com, or to any other address we designate.