Terms and conditions

INTRODUCTION

HRqueen is owned by First Champion (HK) Co. Ltd, a limited liability company incorporated in Hong Kong, herewith called (the "We", "Service Provider", "Master's Partner").

Master International A/S, the owner company of "Master People Platform SaaS", is a limited liability company incorporated under the laws of Denmark, herewith called "Master", "Master International", "Supplier" or "the test provider".

1. DEFINITIONS:

1.1 "Agreement" means this Software-as-a-Service (SaaS) Agreement including all appendices hereto.

1.2 "Clause" means a clause in this Agreement.

1.3 "Master People Platform" shall mean Master International's digital test and assessment platform with workflows that empowers the central usage of assessments and analytics in recruitment and talent development.

1.4 "MPP Solutions", means to the Master People Platform owned by Master International A/S.

1.5 "Order", HRqueen is authorized by Master International A/S to give offer, deliver the service, and being the first point of contact for local Customers for the provisioning of Master International A/S services.

1.6 "SaaS Licensee", means the customers who enter into the SaaS Agreement with Master International for the direct access, control and request to process data analytics in the MPP.

1.7 "Master", means Master International A/S, herewith called "Master")

1.8 "Master's Partner" or "Service Provider": means HRqueen, who is an authorized business partner of Master International for delivery of Master International Service.

PART A: GENERAL AND USE OF MASTER INTERNATIONAL SOLUTIONS

1. GENERAL

1.1 Master People Platform is a digital test and assessment platform with workflows that empowers the central usage of assessments and analytics in recruitment and talent development.

1.2. Master People Platform provides access to one or more Master's assessment Solutions. It enables the Customer to perform:

  • In-depth HR analytics across multiple assessments and candidates;
  • Automated workflow and downloadable candidate reports; and
  • Data-driven decision making based on Customers data

2. USE OF MASTER INTERNATIONAL SOLUTIONS 

The Customer shall follow recommendations provided by Master regarding test user competence and qualifications, and standards (legal and ethical) for good practice in administrating an assessment, interpretation of scores and access to the Master People Platform. Access shall only be given by the Customer to appointed employees and/or consultants who has either acquired the relevant certification or been introduced by Master or a Master Partner (HRqueen).

3. TRAINING AND CERTIFICATION REQUIREMENTS

3.1 Master's tests/assessments generally require certification and/or introduction by Master (Master's Partner) as a pre-requisite for a company to purchase and have access to Master People Platform and the corresponding tests/assessments. Some of the tests/assessments allow usage, feedbacks and analysis under the supervision of the certified user in the company. Other solutions require implementation guidance, workshops or similar to use and implement them in line with best practice and the intended usage. The customer is in any case responsible to live up and conform to applicable legal, ethical, regulatory and professional requirements. Master provides further information and updates of know-how, in form of newsletters, videos, webinars, white- papers, web articles or meetings (some depending of the local setup).

Part B: SUBSCRIPTION OF MASTER INTERNATIONAL Software-as-a-Service (SaaS)

PLEASE BE AWARE THAT CUSTOMERS WHO WILL SUBSCRIBE THE MASTER INTERNATIONAL MASTER PEOPLE PLATFORM SAAS LICENCE WILL SEPARENTLY RECEIVE THE SAAS AGREEMENT and THE ADDENDUM FOR DATA PROCESSING AGREEMENT AS TERMS AND CONDITIONS SET OUT BY MASTER INTRNATIONAL A/S, AND SHALL AGREE THE AGREEMENT THERETO BEFORE THE ACCESS AND USE OF MPP. SOME OF THE TERMS HAVE BEEN ABSTRACTED AS BELOW CLAUSES 1 to 9.

1. PURPOSE OF THE SAAS LICENSE AGREEMENT

The purpose of the License Agreement is to set out in the terms and conditions applicable to Master's provision of the MPP Solutions to the HRqueen's Customers who wish to make use of and have direct access to the Solutions.

1.1 Master offers the Master People Platform, which is provided as a Software as a Service (SaaS) Solution.

1.2 All Customers who wish to make use of and have a direct access to the Solutions are required to agree the SaaS License Agreement and Addendum for Data Processing Agreement with Master. Upon the subscription order of MPP SaaS is confirmed by the Customer, HRqueen will apply for user license from Master International for the Customer's direct access to the SaaS. The Customer will receive the SaaS License Agreement with Appendix of agreed Customer Order details, and subscription period for the Customer's acceptance. MPP SaaS is activated to the Customers when the license fee and solutions subscription fee are paid.

1.3 For customers who wish to subscribe Master's tests without a direct access to the Customer's account, HRqueen will be responsible to deliver the service, either to provide the standalone tests to Customers, or HRqueen is assigned by the Customer to administrator their MPP SaaS on behalf of the Customers, a separate fees for administration will be charged by HRqueen and fees to be paid to HRqueen.

1.4. The key provisions of terms and conditions for the use and access to the MPP are abstracted below for Customers who will enter the MPP SaaS License Agreement.

2. SCOPE AND OPERATIONAL PROVISION 

Please be expected that that SaaS License terms and conditions will cover the following:

  • The Customer's Access and Users Rights
  • Use of Authorized Master's Partner (HRqueen)
  • Maintenance of the MPP Solutions updated and upgraded
  • Support Customers Request
  • Service Levels Support
  • Intellectual Property Rights
  • Payment, Invoicing
  • Warranties, Breach of Contract and Remedies
  • Compliance with Laws, Personal Data and Statistics
  • General Provisions

3. SOLUTION DESCRIPTION 

3.1 MPP Solution Description 

Master People Platform is a digital test and assessment platform with workflows that empowers the central usage of assessments and analytics in recruitment and a talent development.

Master People Platform provides access to one or many of Master's assessment Solutions, and will enable the Customer to perform:

  • In-depth HR analytics across multiple assessments and candidates;
  • Automated workflow and downloadable candidate reports; and
  • Data-driven decision making based on Customer data.

4. INTELLECTUAL PROPERTY RIGHTS 

Master International is the proprietary owner of the Solution and shall retain all intellectual property rights and other rights, title and interest in the Solution and any improvements, design contributions or derivative works thereto. The Customer shall retain all right, title and interest to all the Customer's Data and all pre-existing material/information provided by the Customer.

5. INVOICING AND PAYMENT

  • Customers who wish to subscribe Master tests but does not own the MPP SaaS License, HRqueen will be responsible to issue invoice and deliver the service to the Customers, payment shall be made to HRqueen before provision of service.
  • Customers who wish to subscribe SaaS License, HRqueen will provide quotation, assist the License application from Master International, as well as to define the number of partitions and number of user access, access right cont
  • rol of the Customer for the use of MPP. Customer shall make the payment to Master International A/S according to the agreed quotation on subscribed tests, which will be attached in the SaaS Licence Agreement.

5.2.1 Master will invoice the amount to be paid by the Customer thirty (30) days before the start of the subscription period. All fees are stated exclusive of VAT and other taxes.

5.2.2 Payment must take place no later than thirty (30) days after the issue date of the invoice.

5.2.3 If any sales taxes, including VAT, are imposed by reason of this Agreement or the subscriptions, the Customer agrees to pay such taxes. Furthermore, the Customer agrees to pay all imposts, taxes and dues imposed outside Denmark in connection with payments under this Agreement or related to the delivery of the Solution to the Customer . In case of delayed payment, Master is entitled to interest at the rate to be charged in case of late payment pursuant to the Danish Interest Rates Act (in Danish "Renteloven") on the outstanding amount from the due date until the date of payment.

5.3 Other additional service offered by HRqueen to the Customers will be based on agreed service scope, a separate terms of service may apply.

6. TERMINATION OF MPP SAAS LICENSE FOR CAUSE

6.1 Master International and the Customer may at their own discretion (i) terminate the SaaS License Agreement, in whole or in part, and (ii) immediately or by giving three (3) months' written advance notice of termination to the other Party in case such Party is in material breach of this agreement

6.2 The following constitute, but is not limited to, a material breach:

(i) Failure to make the Solution operational as set out in SaaS License Agreement Clause 12.2 for Exclusive Remedies (V08.2022);

(ii) Non-payment of charges and fees;

(iii) If recommendations provided by Master International regarding best practice and guidelines in test use are not followed, e.g. rules how to interpret and use assessments specifically, test user qualifications, etc.;

(iv) If the customer allows unauthorized access or use of the Solution or use it outside the Territory described;

(v) Intellectual property rights that exist for the test/Solution are not respected; or

(vi) if either Party do not observe its duty of confidentiality;

6.3 Where Master International is exercising a right of termination for a material breach by the Customer it may rely on a single material breach, or on a number of breaches or repeated breaches that taken together constitute a material breach.

7. TERM AND TERMINATION FOR CONVENIENCE

  • This Agreement enters into force at the "Subscription start date" as stipulated in Order Form and shall remain in force during the term set out in Order Form unless terminated for cause or extended in accordance with the provisions of this Agreement.
  • This Agreement is automatically extended unless terminated for convenience by the Customer or Master with a three (3) months written notice prior to expiration of the agreed term.
  • Upon termination of this Agreement - regardless of grounds - the Customer's access to the Solution shall cease.

8. MASTER MPP SAAS SUPPORT

Master Intrnational offers support free of charge to SaaS Licensees on all questions and issues related to the Master People Platform application or the Master People Platform online questionnaire platform, within support availability hours: Monday to Friday from 8:30 am to 16:00 am CET, support is available by email helpdesk@master-hr.com.

For support non-SaaS Licensees, Customers please first approach Master's Partner as the first primary contact by phone +852 9696-3198 or by email helpdesk@hrqueen.net for support. IT Support or questions or issues not directly related to the Master People Platform, are in general not covered by the free support.

9. GOVERNING LAW AND DISPUTE RESOLUTION 

9.1 Customers who enter into the SaaS License Agreement and Data Processing Agreement are governed by the laws of Denmark.

9.2 The service delivery by the Service Provider – Hrqueen to Customers are governed by the laws of The Hong Kong SAR.

9.3 The Parties will attempt to settle any dispute between them by entering into good faith negotiations through the appropriate management level in a timely manner.


V01.2024, effective 22 April 2024