Employer Service Agreement

“Customer” means the employer entity that subscribes to the FinVeil platform. “Service” means the FinVeil software-as-a-service platform, including payment processing, disbursement routing, transaction receipts, reconciliation, connect splits, payment links, conditional holds, and all associated APIs, and (optionally) Wellness Suite scoring. “Employee Data” means personal information relating to the Customer's employees that is processed through the Service.

FinVeil provides a cloud-hosted platform for payment processing, disbursement routing, transaction receipts, reconciliation, connect splits, payment links, and conditional holds, and (optionally) Wellness Suite scoring that analyses payroll data to produce financial stress scores, risk predictions, and actionable recommendations. The Service is provided on a subscription basis at the tier and pricing agreed during onboarding.

Subscription fees are invoiced monthly or annually in South African Rand (ZAR) at the rate corresponding to the Customer's selected tier. Fees are due within 30 days of invoice date. Late payments accrue interest at the rate permitted under the Prescribed Rate of Interest Act, 1975 (Act 55 of 1975). FinVeil reserves the right to suspend access to the Service if payment is more than 60 days overdue.

FinVeil processes Employee Data as an operator (processor) on behalf of the Customer, who remains the responsible party under POPIA. FinVeil will process Employee Data only for the purposes described in this agreement and the Privacy Policy. FinVeil will implement appropriate technical and organisational measures to protect Employee Data, including AES-256 encryption at rest, TLS 1.3 in transit, and tenant-level data isolation.

• Obtain lawful consent from each employee before uploading their payroll data to FinVeil, or establish another lawful basis for processing under POPIA Section 11
• Inform employees about the processing, its purpose, and their rights under POPIA Sections 5 and 18
• Promptly notify FinVeil if an employee withdraws consent or exercises a data subject right
• Maintain accurate records of consent status for all employees whose data is uploaded

FinVeil targets 99.9% monthly uptime for the production API. Scheduled maintenance windows will be communicated at least 48 hours in advance. Service credits for downtime exceeding the SLA target are available under the Service Level Agreement.

Each party agrees to keep confidential any non-public information disclosed by the other party during the course of the subscription. This obligation survives termination for a period of three years.

FinVeil retains all intellectual property rights in the Service, including algorithms, models, and platform code. The Customer retains ownership of all Employee Data. Nothing in this agreement transfers ownership of either party's intellectual property.

To the maximum extent permitted by South African law, FinVeil's total aggregate liability under this agreement shall not exceed the fees paid by the Customer in the twelve months preceding the event giving rise to the claim. FinVeil shall not be liable for indirect, consequential, or punitive damages.

Either party may terminate the subscription with 30 days' written notice. FinVeil may terminate immediately if the Customer breaches these terms materially and fails to remedy the breach within 14 days of written notice. On termination, FinVeil will delete or return Employee Data within 30 days, subject to any legal retention obligations.

This agreement is governed by the laws of the Republic of South Africa. Any dispute shall be referred to the courts of the Gauteng Division of the High Court, Pretoria.