Terms of Service

These Terms of Service (“Terms”) govern access to and use of Keruja, a software service provided by Wemoveon Ltd (“Wemoveon”, “Keruja”, “we”, “us” or “our”).

By creating an account for, accessing, or using Keruja on behalf of an organisation, you confirm that you are authorised to bind that organisation to these Terms. If you do not have that authority, you must not use the Service.

1. About Keruja

Keruja is a business-to-business software platform designed to help event staffing agencies, caterers, and similar organisations manage recruitment, scheduling, staffing operations, time tracking, payroll exports, compliance workflows, contracts, communication, and related operational processes.

Keruja is a software provider only. Keruja is not:

• an employment business or employment agency;
• an employer of your staff, contractors, workers, applicants, or clients;
• a payroll bureau or payment processor;
• an accounting platform;
• a law firm, tax adviser, or compliance adviser.

2. Business use only

Keruja is provided for business use only. Consumers are not permitted to use the Service as contracting customers.

Your organisation is the customer under these Terms. Individual user accounts are provided to authorised users acting on behalf of your organisation.

3. Your account and users

You are responsible for:

• ensuring that only authorised users access your organisation’s account;
• keeping login credentials, recovery codes, and authentication methods secure;
• assigning appropriate permissions to users;
• all activity that takes place under your organisation’s account, except to the extent caused by our breach.

You must promptly notify us if you become aware of any unauthorised access to the Service.

4. Acceptable use

The customer agrees not to use the Services to:

• upload, store, or transmit unlawful, harmful, or fraudulent content;
• infringe the rights of any third party;
• misuse the platform for harassment, abuse, or unauthorised communications;
• attempt to gain unauthorised access to the system or other users’ data;
• interfere with the operation or security of the Services;
• attempt to bypass access controls, rate limits, tenant boundaries, or security protections;
• upload malicious code, malware, or harmful files;
• reverse engineer, copy, resell, or exploit the Service except as permitted by law or by written agreement with us.

Keruja reserves the right to suspend or terminate access where it reasonably believes the Services are being misused.

5. Customer data and responsibility for content

You and your authorised users are responsible for all data submitted to or processed through the Service on your behalf, including personal data, payroll-related data, staffing records, compliance documents, contracts, messages, and operational records (“Customer Data”).

You are responsible for:

• the legality, quality, accuracy, completeness, and reliability of Customer Data;
• ensuring that you have all necessary rights, notices, and lawful bases to collect, use, and instruct us to process Customer Data;
• verifying payroll, rates, timesheets, and exported data before relying on it or sending it to any payroll, finance, or downstream system;
• configuring and maintaining compliance rules, access controls, retention settings, and workflow settings appropriately;
• classifying your workforce correctly;
• carrying out any right-to-work, immigration, employment, tax, payroll, or legal checks required by law;
• reviewing documents and evidence submitted by users and deciding whether those documents satisfy your requirements.

Keruja stores and processes Customer Data to provide the Service. Keruja does not independently verify the truth, legality, authenticity, or completeness of Customer Data.

6. Data protection

For Customer Data processed by Keruja on behalf of a customer organisation, the customer organisation is the data controller and Wemoveon Ltd acts as data processor, except where we act as an independent controller for limited purposes such as account administration, billing, website enquiries, legal compliance, security administration, or our own business operations.

You instruct us to process Customer Data as necessary to provide the Service and as otherwise described in our Privacy Policy and any applicable data processing terms.

7. Service functionality and limitations

Keruja is designed to support operational workflows. However:

• AI features, matching outputs, recommendations, and insights are advisory only and require human review and approval;
• payroll features support operational calculation and export workflows, but Keruja does not guarantee payroll correctness, statutory compliance, or suitability for submission without your review;
• compliance features help you collect, track, and manage records, but Keruja does not guarantee legal compliance or verify authenticity of uploaded documents;
• GPS, selfie evidence, timestamps, and device-derived information depend on user devices, connectivity, browser support, and surrounding conditions and are provided as captured;
• file scanning helps reduce risk but does not guarantee that all malicious or unsafe files will be identified;
• calendar, email, push, and other integrated or dependent features may rely on third-party systems outside our control.

8. AI features and recommendations

Keruja may provide AI-assisted features, including but not limited to staff matching suggestions, operational insights, and informational assistance within the platform.

These features:

• are based on configurable rules, available data, and system logic;
• are provided for informational and decision-support purposes only; and
• do not constitute professional, legal, financial, or operational advice.

Keruja does not make autonomous decisions on behalf of customers. All outputs require human review and approval.

The customer is solely responsible for:

• all staffing decisions;
• workforce allocation and assignments;
• compliance with applicable employment, tax, and regulatory obligations.

To the maximum extent permitted by law, Keruja shall not be liable for any decisions, actions, or outcomes resulting from reliance on AI-generated outputs or recommendations.

9. Payroll, rates, and financial data

Keruja provides tools to calculate, organise, and export payroll-related data based on inputs and configurations defined by the customer.

Keruja does not:

• process payments to staff;
• act as a payroll provider;
• calculate statutory taxes, PAYE, National Insurance, or other regulatory deductions; or
• guarantee the accuracy or completeness of payroll outputs.

Payroll outputs, including rates, hours, overtime, and allowances, are generated based on:

• customer-defined rate cards;
• recorded time data; and
• system configurations.

The customer is solely responsible for:

• reviewing and verifying all payroll data before use;
• ensuring correct rate configuration and application;
• compliance with employment, tax, and payroll laws.

Keruja shall not be liable for any financial loss, underpayment, overpayment, tax liability, or regulatory issue arising from:

• incorrect configuration;
• missing or inaccurate data; or
• reliance on exported payroll data.

10. Data protection roles

The customer acts as the data controller in respect of all personal data processed through the Services.

Keruja (Wemoveon Ltd) acts as a data processor, processing personal data solely on behalf of and in accordance with the instructions of the customer.

The customer is responsible for:

• ensuring it has a lawful basis for processing personal data;
• complying with applicable data protection laws, including GDPR;
• ensuring the accuracy of data entered into the platform; and
• responding to data subject requests.

Keruja does not:

• determine the purposes or means of processing personal data;
• verify the accuracy or legality of data provided by the customer; or
• act as an employer, recruiter, or compliance authority.

11. Service availability

The Services are provided on an “as is” and “as available” basis.

Keruja does not guarantee uninterrupted or error-free operation of the Services.

The customer acknowledges that:

• the Services may be subject to downtime, delays, or interruptions;
• maintenance, updates, and technical issues may affect availability;
• third-party services may impact performance.

To the maximum extent permitted by law, Keruja shall not be liable for any loss arising from service interruptions or downtime.

We may modify, maintain, update, suspend, or discontinue parts of the Service from time to time. Where reasonably possible, we will try to minimise disruption. Unless we expressly agree otherwise in writing, no service level agreement or minimum uptime commitment applies.

12. Fees and billing

If your organisation subscribes to a paid plan, you agree to pay applicable fees as set out in your order, checkout, subscription page, or other agreed commercial terms.

Unless otherwise stated:

• fees are due in advance for the relevant billing period;
• usage-based charges may apply where part of your plan;
• fees are non-refundable except as required by law or expressly stated by us.

We may suspend access for overdue amounts after reasonable notice.

13. Intellectual property

We and our licensors retain all right, title, and interest in and to Keruja, including the software, interface, content created by us, branding, documentation, and all related intellectual property rights.

You retain rights in your Customer Data.

Subject to these Terms and payment of applicable fees, we grant your organisation a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service for your internal business purposes during the subscription term.

All intellectual property rights in the Keruja platform, including the Keruja name, logo, software, and content, are owned by or licensed to Wemoveon Ltd. You may not use, reproduce, or distribute any of our intellectual property without prior written consent.

14. Confidentiality

Each party must protect the other party’s confidential information using reasonable care and must not disclose it to third parties except:

• to personnel, professional advisers, or subprocessors who need to know it and are under appropriate obligations;
• where required by law, regulation, or court order;
• where the information is already public through no breach of confidentiality.

Customer Data is treated as your confidential information.

15. Third-party services

The Service may interact with or depend on third-party services, hosting providers, storage providers, communication providers, AI providers, or infrastructure providers.

We are not responsible for the acts, omissions, outages, or performance of third-party providers, except to the extent required by law or caused by our breach in selecting or managing them.

16. Warranties disclaimer

To the maximum extent permitted by law, the Service is provided “as is” and “as available”.

Except as expressly stated in these Terms, we do not warrant that:

• the Service will be uninterrupted, error-free, or available at all times;
• the Service will meet all of your requirements;
• outputs, recommendations, calculations, alerts, reminders, or reports will be complete, accurate, or suitable for any particular legal, payroll, tax, employment, compliance, or operational purpose;
• the Service will prevent all fraud, misconduct, malware, non-compliance, or human error.

Nothing in these Terms limits any non-excludable rights that cannot lawfully be excluded.

17. Limitation of liability

Nothing in these Terms excludes or limits liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• any other liability that cannot lawfully be excluded or limited.

Subject to the paragraph above, to the maximum extent permitted by law:

• we are not liable for any indirect, consequential, incidental, special, exemplary, or punitive loss;
• we are not liable for loss of profit, loss of revenue, loss of business, loss of opportunity, loss of goodwill, loss of anticipated savings, loss or corruption of data, or business interruption;
• we are not liable for losses arising from your or your users’ acts, omissions, instructions, configuration choices, data inputs, workforce decisions, compliance decisions, payroll decisions, document review decisions, or reliance on advisory outputs;
• we are not liable for third-party outages or failures.

Subject to the paragraph headed “Nothing in these Terms excludes or limits liability…”, our total aggregate liability arising out of or in connection with the Service and these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will not exceed the total fees paid by your organisation to us for the Service in the 12 months immediately preceding the event giving rise to the claim.

18. Indemnity

The customer agrees to indemnify, defend and hold harmless Keruja (Wemoveon Ltd), its directors, employees and affiliates from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with:

• the customer’s use of the Services;
• any data uploaded, stored, or processed by the customer;
• the customer’s breach of these Terms;
• the customer’s failure to comply with applicable laws or regulations, including employment, tax, and data protection laws;
• any decisions made using the platform, including staffing, payroll, or compliance decisions.

This indemnity shall survive termination of the agreement.

This indemnity does not apply to the extent the claim is caused by our breach of these Terms.

19. Suspension and termination

We may suspend or terminate access to the Service immediately if:

• you materially breach these Terms;
• payment remains overdue after notice;
• continued provision would create a legal, regulatory, or security risk;
• we are required to do so by law.

You may stop using the Service at any time and may terminate in accordance with your subscription terms.

On termination or expiry:

• your right to use the Service ends;
• we may delete or anonymise Customer Data in accordance with applicable law, your retention settings, and our Privacy Policy;
• provisions that are intended to survive termination will continue, including payment obligations accrued, confidentiality, intellectual property, disclaimers, limitations of liability, indemnities, and governing law.

20. Changes to the Service or Terms

We may update the Service and these Terms from time to time.

If we make a material change to these Terms, we will post the updated version and update the effective date. Continued use of the Service after the updated Terms take effect constitutes acceptance of the updated Terms.

21. Governing law and jurisdiction

These Terms and any non-contractual disputes arising out of or in connection with them are governed by the laws of England and Wales.

The courts of England and Wales have exclusive jurisdiction, except that we may seek injunctive or protective relief in any relevant jurisdiction.

22. Contact

Wemoveon Ltd
Company No. 10061558
61 Bridge Street, Kington, United Kingdom, HR5 3DJ
Email: contact@keruja.com