Our Terms of Services

1. Introduction

This Terms & Conditions (“Terms”) describes how PT Cipta Multi Danarta, a limited liability company duly established under the laws of Republic of Indonesia (“Setlary”, “We”, “Us” or “Our”) provides its features and services as a Software as a Service (SaaS) provider that provides corporate human resources management features as specified under this Terms including, but not limited to, the Early Salary Access (as defined below) service that enables payouts earlier than the scheduled payday (“Setlary Services”) through the Setlary’s mobile device application on Android/iOS and/or website www.setlary.com (“Setlary Platform”) to each and all of its users (“Users”, “You”, “Your” or “Yourself”).

This Terms serves as a legal term and agreement between Setlary and the Users concerning the utilization of the Setlary Services within the Setlary Platform. By accessing the Setlary Platform, electronically approving (namely checking or clicking the “I Agree” statement) and/or using the Setlary Services, You represent and warrant that You have read, understood, and agree to be bound and be subject to each and all terms and conditions on this Terms from time to time. If You do not agree to any part, some or all of the contents of this Terms, Setlary reserves the right to refuse and choose not to provide the Setlary Services to You.

2. General Terms

1. This Terms regulates the rights and obligations as well as the agreement applicable between Setlary and each and all Users regarding the utilization of Setlary Services.

   b. Setlary provides corporate human resources management features for its Users which consist of the following services:

   1. Setlary’s Early Salary Access;
   2. Setlary’s Human Resources Management;
   3. Setlary’s Fintech Loan; and
   4. Other products and/or services as Setlary may provide from time to time.

   c. Setlary provides the Setlary Services to:

   1. any Users in the form of legal entity and/or business entity that employ a certain number of natural persons for consummations of its business activities (“Employer”); and
   2. any Users in the form of natural persons who are at least 18 (eighteen) years old and are working for an Employer on a permanent and full-time basis (“Employee”).

   d. This Terms is an integral and inseparable part of other terms and conditions that Users have or must agree to prior to utilizing the Setlary Services including, but not limited to, the cooperation agreement made and executed by Setlary and each of Employer (“Cooperation Agreement”), the work commitment letter made and executed by an Employee to access certain features (“Work Commitment Letter”) as well as the privacy policy available on the Setlary Platform (“Privacy Policy”).

   e. Your access to and use of the Setlary Services is subject to Your acceptance of and compliance with this Terms.

3. Access to Setlary Account

You must sign up and/or sign in to Your account to access the Setlary Services. You may get access to a Setlary account with the following procedures:

1. For Employer
   

   You may contact Us to get access to the Setlary Services. We may request several data and/or information that We may require to provide You with access to the Setlary Platform including, but not limited to, executing a Cooperation Agreement that regulates how Setlary may help You to provide the Setlary Services within Your organization.

   You must appoint one or more persons in charge to act as the intermediary between You and Setlary in relation to the provision of the Setlary Services within Your organization (“PIC”). In this regard, You represent and warrant that Your PIC has full power and authority to act for and on behalf of You to implement this Terms including, but not limited to, performing reconciliation and settlement process, managing access for Your Employees and/or other purpose relating the provision of the Setlary Services within Your organization.

2. For Employee
   

   You may contact the PIC of Your Employer (i.e., director, human resource, finance or direct supervisor) to get access to the Setlary Services. Your Employer may request Your data and/or information that We may require to provide You with access to the Setlary Platform including, but not limited to, Your Indonesian Identity Card (KTP), payslip and bank account number.

   We reserve the right to ask You to provide and/or execute other data and/or information before You are utilizing certain features on the Setlary Platform including, but not limited to, executing a Work Commitment Letter before utilizing the Early Salary Access and/or Fintech Loan service within the Setlary Platform.

3. You are only permitted to have 1 (one) Setlary account and access the account on 1 (one) device only.

4. We reserve the right, at Our sole discretion, to approve or reject Your Employer’s application to create a Setlary account for You and We do not have to provide any reason or explanation for such decision.

4. Utilization of Setlary Services

1. General Terms
   You hereby agree and acknowledge that Your use of the Setlary Services is and will be in accordance with the Cooperation Agreement made and executed by Setlary and each Employer. We reserve the right to adjust some parts of the Setlary Platform in accordance with each Cooperation Agreement.

2. Rates and Fees
   The Setlary Platform is free to download. However, Setlary may charge rates and fees in using certain features within the Setlary Platform including, but not limited, to service fees, taxes, late charges and/or other fees as agreed by Setlary and each Employer under the Cooperation Agreement and/or as available within the Setlary Platform. You may find such rates and fees before You are utilizing the Setlary Services through the Setlary Platform. We reserve the right to change rates and fees of the Setlary Services at any time atOur own discretion without Your approval. Notwithstanding, this change will only apply to future utilization and will not affect Your past and/or on-going utilization of the Setlary Services.

3. Limitations
   Setlary may impose limitations on certain features of the Setlary Services including, but not limited to, limiting the criteria of Employee that may utilize the Early Salary Access and/or Fintech Loan service, maximum disbursement amount for the Early Salary Access and/or Fintech Loan service for each Employer and its Employees available on the Setlary Platform in accordance with the Cooperation Agreement made and executed by and between Setlary and each Employer.

4. Cancellation
   You acknowledge and agree that You cannot cancel any, some or all part of the Setlary Services if You have utilized it on Your account. Setlary is not responsible for any duplicate transactions and/or fraudulent transactions on Your account. We urge You to always double-check before You are utilizing the Setlary Services and contact Setlary if You suspect that Your account has been misused or hacked by other persons/entities.

5. Security Measures

6. Third Party Services

Setlary reserves the right to provide third-parties services within the Setlary Platform. In this regard, You acknowledge and agree that this Terms apply only when Setlary acts as the provider of the Setlary Services within the Setlary Platform. You represent and warrant that Setlary cannot and will not be held responsible for the terms and conditions of these third parties’ services and advise You to read the terms and conditions of each of these third parties.

For the provision of the Fintech Loan service, Setlary is cooperating with PT Fintech Bina Bangsa (“Edufund”), a financial institution registered and supervised by the Indonesian Financial Services Authority. You acknowledge and understand that Setlary does not provide Fintech Loan service and only facilitates the process so that Employees can access Fintech Loan service managed by Edufund through the interface of Setlary Platform.

Further, You acknowledge and agree that the provision of Fintech Loan service is subject to further terms and conditions set out by Edufund. Employees may need to provide further data and/or information, enter into separate agreements with Edufund and/or its lenders as well as pay certain rates and fees to utilize Fintech Loan service which may be different for each Employee depending on Edufund and/or its lenders’ criteria.

We reserve the right to, at Our own discretion, not provide You with the Fintech Loan service if We think You are not eligible or fulfill Our criteria to access the Fintech Loan service. You also acknowledge and agree that You need to settle each and all amounts provided to You through Fintech Loan service. In connection with this, an Employee may choose to directly settle the amount he/she owed for the utilization of the Fintech Loan feature or request the Employer to deduct his/her salary to settle such amounts using Early Salary Access feature. We reserve the right to suspend, stop or terminate Your account if You fail to settle the amount You need to settle for the utilization of Fintech Loan service.

For the purpose of identity verification, your personal data in the form of demographic and/or biometric data will be checked for conformity, by PT Indonesia Digital Identity (VIDA) as our partner, with data recorded in the system of the government agency authorised to issue the relevant identity. If your personal data is verified for conformity, then VIDA as the Certification Authority certified by the Ministry of Communication and Informatics, will issue a digital certificate as evidence that your personal data has been verified and is in accordance with the data recorded in the system of the government agency authorised to issue the identity.

Therefore, you guarantee the accuracy of the personal data you provide and agree to the processing of your personal data for the purpose of issuing digital certificates and other services attached to digital certificates performed by VIDA.

You have read, understood, and agreed to be bound by the terms and conditions of the Certification Authority’s service contained in the Subscriber Agreement, CA Privacy Policy, and VIDA’s Certification Practice Statement which can be accessed via https://repo.vida.id.

Your Digital Certificate is issued by VIDA as our partner. VIDA is a Certificate Authority (CA) that is certified by Kominfo. You can access your Digital Certificate info at https://sign.vida.id.

7. Suspension and Termination of Account

1. Setlary reserves the right, at its sole discretion, to suspend or terminate Users’ account on a temporary or permanent basis at any time upon the occurrence of any of the reasons set out below.

2. For Employer

   1. You stop subscribing to the Setlary Services;
   2. You report that the device that Your PIC use to access the Setlary Platform is lost, stolen or hacked;
   3. Your representative signed-up or signed-in to Your account in multiple devices;
   4. We know or have sufficient reasons to suspect that Your account has been transferred or used by someone else;
   5. We know or with sufficient reasons suspect that You are in violation of this Terms, the Cooperation Agreement and/or applicable laws and regulations;
   6. Suspension or termination orders issued by the governmental or monetary institutions under specific court orders and/or applicable laws and regulations;
   7. You are in the process of dispute, amnesty or other similar matters such as bankruptcy, postponement of debt payment obligations and/or liquidation; or
   8. Other reasons that may harm You or Us including, but not limited to, hacking, fraudulent actions, or other suspicious activities.
3. For Employee
   1. Request of Your Employer;
   2. You stop working for Your Employer;
   3. You signed-in to Your account in multiple devices;
   4. We know or have sufficient reasons to suspect that Your account has been transferred or used by someone else;
   5. We know or with sufficient reasons suspect that You are in violation of this Terms and/or applicable laws and regulations;
   6. Suspension or termination orders issued by the governmental or monetary institutions under specific court orders and/or applicable laws and regulations;
   7. You have passed away, been placed under guardianship or custody or experienced other incapacity that caused You to become legally incapable under applicable laws and regulations; or
   8. Other reasons that may harm You or Us including, but not limited to, hacking, fraudulent actions, or other suspicious activities.
4. You may file a complaint to Us if You have strong evidence that none of the above reasons happened or have ended. We will help You to re-activate Your account if We believe that the reasons for suspension or termination have ended.

8. Representations and Warranties

For Employer

1. You are using the Setlary Services for Your sole commercial benefit and interest;
2. Your PIC has full power and authority to act for and on behalf of You to implement this Terms;
3. Each and all data and information You have provided to open a Setlary account or utilize the Setlary Services is correct and not the result of falsification so that its accuracy can be guaranteed;
4. You have obtained approval from each and all of Your Employees for participation in the Setlary Services set out under this Terms;
5. You are and will use the Setlary Services in compliance with this Terms and/or applicable laws and regulations including, but not limited to, anti-money laundering and counter-terrorism financing laws and regulations; and
6. You will carry out each and all of Your obligations under this Agreement with full responsibility and good faith in accordance with applicable laws and regulations.

For Employee

1. You are at least 18 (eighteen) years old or are married and are not under guardianship or custody;
2. You are working for Your Employer as a permanent and full-time employee;
3. You will continue to work for Your Employer until Your Employer in accordance with the Work Commitment Letter that You have signed (if applicable);
4. You are and will use the Setlary Services in compliance with this Terms and/or applicable laws and regulations including, but not limited to, in the field of anti-money laundering and counter-terrorism financing; and
5. You will carry out each and all of Your obligations under this Agreement with full responsibility and good faith in accordance with applicable laws and regulations.

9. Limitation of Liability

1. You acknowledge and agree that Setlary provides the Setlary Services and the Setlary Platform in an “as is” and “as provided” basis. Setlary does not represent or warrant that the reliability, timeliness, quality, suitability, availability, accuracy, completeness or security of the Setlary Services and/or Setlary Platform will fulfill Your needs and expectations.

2. We will give Our best effort (but not guarantee) to make the Setlary Services available for You at all times. However, You acknowledge and agree that We are not responsible to You if the Setlary Services are unavailable for a certain period of time for certain reasons that We may or may not disclose to You.

3. You acknowledge and agree that all risks arising from the use of the Setlary Services within the Setlary Platform are entirely Your responsibility and You agree to release Setlary from any claims regarding damages, interferences or other forms of system disruptions caused by unauthorized access by other parties.

4. You acknowledge and agree to fully indemnify, defend, discharge and hold harmless Setlary from and against any legal proceedings, claims, lawsuits, demands, objections, losses, obligations, responsibilities, costs and expenses in whatsoever form and/or of whatsoever nature (including, without limitation, the settlement and legal costs as well as other costs for the purpose of investigating or defending from any actions) suffered, experienced, or incurred by Setlary, relating to, as a result of and/or pertaining to:

   1. You breach any terms and conditions set out under this Terms and/or other terms and conditions that You have or must agree to prior to or during the utilization of the Setlary Services;
   2. any delay, failure of delivery, damage or loss arises from third-party;
   3. You failed to fulfill any obligations, promises, representations and/or warranties stipulated in this Terms for any reason; or
   4. any other damages or losses arises from Your negligence or willful misconduct.

5. You acknowledge and agree that the limitation of liability set out under this Terms will remain in effect regardless of the cancellation or deactivation of Your account.

10. Intellectual Property

1. You acknowledge and agree that names, trademarks, logos, content, visual interfaces, information, graphics, design, compilation, codes, software, text, data, layout, images, illustrations, icons, photographs, sounds, video, animation, organization, models, databases, business processes, services, technologies and/or any other form of intellectual property on the Setlary Services, the Setlary Platform and/or its other products are the sole property of Setlary that are protected by copyright, trademark, patent and/or other intellectual property rights under applicable laws and regulations.

2. No provision in this Terms will constitute, either implicitly or explicitly, as grant, assignment, transfer and/or any action that constitutes a transfer of ownership of Setlary’s intellectual property rights from Setlary to any Users.

3. You have no right to and may not, directly or indirectly, partially or wholly, infringe Setlary’s rights thereof, including but not limited to copying, modifying, reproducing, uploading, posting, transmitting and/or distributing any material that You obtained from Setlary in any way. Any deviations in relation to the utilization of Setlary’s intellectual property rights must be accompanied by prior and specific written approval from Setlary.

11. Dispute Resolutions

1. This Terms and the performance hereof will be governed by and construed under and in accordance with the laws of the Republic of Indonesia.

2. This Terms has been prepared in both the English Language and the Indonesian Language. If there is a conflict between the Indonesian Language version and the English Language version, the English Language version will prevail and supersede all discrepancies in language.

3. You and Us agree that each and all conflict, dispute, debate or claim arising out of or in connection with this Terms and/or other terms and conditions related to the Setlary Services must first be resolved by means of deliberation within 30 (thirty) calendar days after either You or Us receives written notification from the other party.

4. If the dispute cannot be resolved amicably as referred to above, You and Us agree that such dispute will be resolved exclusively and in final through the South Jakarta District Court.

12. Force Majeure

You acknowledge that the Setlary Platform may be interrupted by events outside of Our authority or control (“Force Majeure”), including but not limited to natural disasters, electricity disruptions, telecommunications failures, government policies, and other events. You hereby agree to release Us from any demands and responsibilities, if We are not able to facilitate the Setlary Services, including to fulfill instructions You requested through the Setlary Platform, either in part or in whole, due to such Force Majeure.

13. Severability

If one or more provisions of this Terms conflict with the provisions of the prevailing laws and regulations, You agree that Setlary has the right to amend the provisions those provisions with new provisions that are in line with the applicable laws and regulations at its sole discretion, and that this Terms and other provisions will remain in effect.

14. Waiver

Waiver upon implementation of obligation given by Setlary to the Users under this Terms will not apply as waiver upon further implementation of the said obligations or other waivers for implementation of other obligations in this Terms.

15. Amendment

Setlary reserves the right, at its sole discretion, to change or replace any part, some or all of the contents of this Terms from time to time. Setlary will make reasonable efforts to provide at least 30 (thirty) calendar days prior notice if substantial change is to be made to this Terms, in which Setlary reserves the right to determine what constitutes a substantial change at its sole discretion.

16. Closing

You may contact Setlary by e-mail to [email protected] if You have any feedback, questions or complaints regarding this Terms.