1. The agreement
These draft business-to-business terms describe the proposed relationship between the legal operator of MilaHR and the organisation subscribing to the service. The operator’s identity, registered details, effective date, governing law and courts must be completed before the terms are used for contracting.
A person accepting on behalf of an organisation must have authority to do so. An agreed order form sets out the subscription and any special commitments. A signed data-processing agreement governs customer personal data and takes precedence for that subject; an order form takes precedence over these general terms where it expressly varies them.
2. Access to MilaHR
MilaHR provides access to HR workflows included in the selected plan and configuration. Access is limited to authorised users acting for the customer. A company workspace has its own records and settings; a multi-company installation does not give every user permission to every company.
The website contains illustrative product compositions. They are not live employee records, uptime commitments or a guarantee that every capability is included in every plan. Integrations, multi-company scope and any additional services should be confirmed in the applicable subscription agreement.
3. Customer responsibilities
The customer is responsible for accurate account information, appropriate user permissions, lawful instructions and activity by its authorised users. Keep email accounts and verification codes secure and promptly notify the operator of suspected unauthorised access.
Do not use MilaHR to break the law, infringe another person’s rights, distribute malicious code, attempt unauthorised access, defeat usage controls or interfere with other customers. Security testing requires prior written authorisation. Access may not be resold except under a separate written arrangement.
4. Employment and payroll responsibilities
The customer remains the employer or responsible organisation. It is responsible for employment decisions, lawful recruitment, workplace policies, pay calculations, tax filings, statutory payments and the accuracy of data or instructions it supplies.
MilaHR is software, not an employer of record, legal adviser or substitute for professional payroll review. An integration does not transfer the customer’s statutory obligations to MilaHR. Review consequential outputs before using them to make payments or decisions about people.
5. Plans, fees and usage
Free costs US$0 and includes unlimited employees, 1,000 actions per billing month and 5 GB per organisation. Pro costs US$42 per organisation per month with 10,000 actions and 50 GB. Elite costs US$210 with 100,000 actions and 500 GB. Enterprise scope and fees are contractual. Prices exclude applicable taxes.
The proposed monthly subscription is billed in advance; paid usage overages are billed in arrears. Pro overages are US$3.50 per additional 1,000 actions and US$0.14 per additional GB per month. Elite overages are US$1.40 and US$0.07 respectively. Action charges are calculated proportionately; storage overages use peak stored GB in the billing month. Round the total charge to the nearest cent.
Actions include billable workflow events such as leave requests, onboarding steps and payroll runs. Procurement requests, approvals and budget checks count where included. Usage is shared by the organisation. Unused actions do not roll over; storage is a capacity limit. Free requires an upgrade to exceed its limits and does not incur automatic overage charges. Metering details must be available before paid billing begins.
6. Renewals, changes and cancellation
Unless an order form says otherwise, the proposed paid subscription renews monthly until cancelled. Cancellation takes effect at the end of the current paid period. Fees already paid are not refundable except where required by law, agreed in writing or due for an unprovided service.
The proposed policy is to give at least 30 days’ notice of a subscription price increase, effective no earlier than the next renewal following that notice. A customer may cancel before the change takes effect. Upgrades, downgrades and their effective dates must be shown before a change is confirmed. Reducing a plan requires resolving usage above its new allowances.
7. Customer data and processing
The customer retains its rights in the data it supplies. It grants the operator only the rights needed to provide, maintain and support the service under the agreement. The customer must have the authority to provide that information and give appropriate notices to affected people.
Before live employee data is processed, the parties must agree a data-processing schedule covering the subject, duration, purpose, data types and people concerned. It must address documented instructions, confidentiality, security measures, sub-processors, rights requests, incident assistance, deletion or return and audit information.
The operator should notify the customer of a personal data breach without undue delay after becoming aware, provide available information and assist with the customer’s legal obligations. Specific operational procedures, sub-processor authorisation and international-transfer safeguards belong in the executed processing agreement.
8. Integrations and intellectual property
MilaHR and its licensors retain the rights in the software and service materials. The subscription gives a limited right to use them during the agreed term; it does not transfer ownership.
Third-party services may have their own terms, availability and charges. The customer is responsible for authorising an integration and understanding what information it exchanges. The operator is responsible for its own obligations, but cannot guarantee the independent performance of an external service.
9. Support and service changes
Support follows the subscribed tier. Free is self-serve; Pro includes email support; Elite includes priority support; Enterprise commitments are set out in the order form. Priority support does not itself promise a particular response or resolution time.
The operator may maintain and improve the service. Material reductions to paid functionality should be notified in advance with an appropriate remedy where contractually required. Uptime, disaster recovery, data residency and service credits are guaranteed only where expressly agreed in an SLA or order form.
10. Suspension and ending service
The operator may restrict access where reasonably necessary to address unlawful use, a security threat, a material breach or unpaid fees. Where practical and lawful, it should give notice and an opportunity to resolve the issue. Any restriction should be proportionate to the problem.
The proposed ordinary breach process allows 30 days to remedy a material breach after written notice, unless the breach cannot be remedied or immediate action is legally or operationally necessary. On termination, authorised data return or deletion follows the processing agreement. Export availability, assistance and timeframes must be agreed before live service begins.
11. Liability
Neither party excludes liability that cannot lawfully be excluded, including liability for fraud or fraudulent misrepresentation, or for death or personal injury caused by negligence where applicable law prohibits exclusion. Statutory data-subject rights are unaffected.
Subject to those protections and the agreed contract, the proposed ordinary aggregate liability cap for each party is the greater of US$1,000 or the fees paid or payable in the 12 months before the event giving rise to the claim. Indirect or consequential losses are excluded to the extent lawful. Payment obligations and deliberate misuse of the other party’s intellectual property are outside that ordinary cap.
The treatment of confidentiality and data-protection liabilities, including any higher cap, must be settled in the executed agreement. This draft must be reviewed for the chosen jurisdiction and insurance position before use.
12. Notices and disputes
Formal notices should use the verified contact details in the order form. The parties should first try to resolve a dispute through their authorised representatives. The governing law and competent courts must be specified in the final agreement; British English does not by itself select UK law.
Neither party is responsible for a failure caused by events genuinely beyond its reasonable control, except accrued payment obligations. A delay in enforcing a right is not a waiver. If a provision is unenforceable, the remaining agreement continues to the extent permitted by law. Material changes to these terms require notice and must not remove mandatory rights.