Legal

Kupaly terms and conditions

The agreement between us and the businesses that run their rota on the Kupaly preview, and the rules for everyone who uses it.

Preview programme. You are joining our early preview. Before you continue, please read these terms and the privacy policy. Kupaly is free while it is in preview, with fair-usage limits on assistant chat. Features may change. We may use how you interact with the preview to improve the product, as described in the privacy policy.

Who we are

Kupaly is made and operated by Neirfeno Limited. In these terms, we, us and our mean Neirfeno Limited.

Who we are and how to contact us
Who runs KupalyNeirfeno Limited
Company numberSC514019, registered in Scotland
Registered office7 Thorter Way, Dundee, DD1 3DF
Support and data protectionsupport@kupaly.com
ICO registrationZB673603

Read these together with our privacy policy.

What the words mean

Definitions
BusinessAn organisation with an account on Kupaly.
OwnerThe person who creates the Business account, or who is later given that role. The Owner accepts these terms for the Business.
UserAnyone with an account — the Owner, managers, and members of staff.
ContentAnything put into Kupaly: rotas, shifts, notes, availability, holiday records, names, chat with the assistant, the rules you tell it.
YouThe Business, and where the context requires it, each User.

Who these terms bind

They bind the Business, whose Owner accepts them on its behalf and confirms they have authority to do so; and each User, who accepts them by creating an account or continuing to use Kupaly.

Kupaly is a tool for running a business. It is not supplied to you as a consumer for personal or household use.

Who can use it

You must be at least 16 and either run a Business on Kupaly or have been invited to one. A Business may lawfully employ someone under 16 under the rules on child employment, but must not give them an account.

The preview is open to UK teams.

What Kupaly does

Kupaly is a virtual assistant manager for shift-work teams. You tell it how the place runs — team, locations, opening hours, contracted hours, the rules you have to keep — and it drafts rotas, arranges time off and shift swaps in chat, and keeps the draft inside the rules you have given it, for you to approve.

It runs in the browser at app.kupaly.com. There is nothing to install. It is free while in preview, with fair-usage limits on assistant chat. If you hit that limit, new messages are paused until usage resets.

What it is not

Kupaly is not:

  • Employment, HR or legal advice. Nothing in it is a recommendation about how to treat your staff.
  • A guarantee that a rota is lawful. It applies the working-time, rest, availability and cover rules you have told it, while the draft is written. Whether a published rota meets the Working Time Regulations 1998, rest-break entitlements, contracted hours, holiday entitlement, the rules on young workers, or any other employment obligation is still for you to determine.
  • Payroll or time-and-attendance. It does not calculate pay, tax or holiday accrual, does not clock anyone in or out, and its records are not a legal record of hours worked for the purposes of regulation 9 of the Working Time Regulations. Keep your own.
  • A right-to-work or background check.

The Business and its managers remain solely responsible for every employment decision, including who works when, whether time off is granted, and anything done on the basis of what Kupaly shows.

Availability

We aim to keep Kupaly working but do not promise it will be uninterrupted or fault-free. It depends on devices, connections and third-party services we do not control. Support is at support@kupaly.com, provided on a best-efforts basis with no guaranteed response time.

The preview programme

By continuing you join our early preview programme. We may change, withdraw or limit features. We may use how you interact with the preview to improve the product, as described in the privacy policy.

Places on the preview may be queued when demand is high. Being in the queue is not a promise of a place or of any particular go-live date.

Accounts

You may sign in with Google, with Apple, or with an email address and password. A User who has been given a share code may enter the preview anonymously before adding an email and password.

You are responsible for keeping control of the sign-in you use, and for what is done through your Kupaly account. Tell us at support@kupaly.com if you believe there has been unauthorised access.

The Owner controls the Business's settings, who is a member, and whether the account stays open. If a Business account is closed, its Users lose access to it.

Acceptable use

You must not use Kupaly to break the law; to harass, bully or discriminate against anyone; to put unlawful, defamatory or abusive material into a shift note, a chat, or anywhere else; to get into accounts or businesses you have no right to; to probe, scan or attack the service; to scrape data from it; to reverse engineer it, except where the law gives you a right that cannot be excluded; to resell it; or to introduce malware.

Shift notes and assistant chat are read by your team and by us as processor. Treat them as workplace communications, because that is what they are.

Data protection

This section is the agreement required by Article 28 of the UK GDPR between us and each Business.

Roles

The Business is the controller of personal data about its staff and its operations. We are the processor of that data. We are the controller of User account data, support correspondence, preview-improvement records and analytics, which our privacy policy covers.

Our obligations as processor

We will:

  • process personal data only on the Business's documented instructions — these terms and its use of Kupaly are those instructions — unless we are required to do otherwise by law, in which case we will tell it first unless the law forbids that;
  • ensure people authorised to access the data are under a duty of confidence;
  • take the security measures required by Article 32;
  • engage a sub-processor only under a written contract imposing the same obligations, and tell the Business before we add or replace one so it has a chance to object. Our current sub-processors are listed in the privacy policy;
  • help the Business respond to requests from its staff exercising their rights, taking account of what Kupaly makes possible;
  • help the Business with its obligations on security, breach notification and data protection impact assessments, given the information available to us;
  • tell the Business without undue delay if we become aware of a personal data breach affecting its data;
  • at the Business's choice, delete or return its personal data at the end of the service, except where we must keep it by law;
  • make available the information needed to show we have met these obligations, and allow and contribute to audits by the Business or an auditor it appoints, on reasonable notice and no more than once a year unless a breach or a regulator requires otherwise.

We will tell the Business if in our opinion an instruction infringes data protection law.

The Business's obligations

The Business warrants that it has a lawful basis for the data it puts in, that it has given its staff the privacy information they are entitled to, and that its instructions to us are lawful. It should not enter special category data — health information, for example — into shift notes, assistant chat or anywhere else in Kupaly, because Kupaly is not built to hold it.

Location and retention

We process personal data in the UK and EEA, subject to the analytics exception described in the privacy policy. Retention is set out there.

Content and intellectual property

We own Kupaly, its software, its name and its branding, and grant the Business a non-exclusive, non-transferable, revocable licence to use it for its own internal operations while these terms are in force.

The Business keeps ownership of its Content. It grants us the licence we need to host, store, back up, display, transmit and — during the preview — analyse that Content in order to run the service for it and to improve the product, as described in the privacy policy. We do not use a Business's Content to train a public model, and we do not sell it.

If you send us feedback or a suggestion, we may act on it without owing you anything.

Disclaimers

Except as expressly stated in these terms and to the fullest extent the law allows, Kupaly is provided as is and as available, and we exclude all implied warranties and conditions, including satisfactory quality and fitness for a particular purpose. We do not warrant that it will be uninterrupted, error-free or secure, or that a draft rota will be suitable for publication without the Business checking it.

Nothing here excludes liability that cannot lawfully be excluded.

Liability

We are not liable for loss of profit, revenue, business, contracts or anticipated savings; loss of goodwill; loss or corruption of data beyond restoring from our own backups; any indirect or consequential loss; or any award, penalty, fine or cost arising from a claim against the Business — including an employment tribunal claim, an HSE or HMRC matter, or a trade union dispute — about rotas, working time, rest, holidays or any other workforce decision, whether or not Kupaly was used to make it.

Our total liability to a Business and its Users, taken together, arising out of or in connection with these terms or Kupaly, whether in contract, delict or tort including negligence, or otherwise, is limited to £100. The preview is supplied free of charge, and that figure reflects it.

These limits do not apply to death or personal injury caused by our negligence, to fraud or fraudulent misrepresentation, to our obligations as processor where the law does not permit limitation, or to anything else that cannot lawfully be limited or excluded.

Indemnity

The Business will indemnify us against claims, losses and reasonable costs arising from its Content, from its or its Users' breach of these terms or of the law, or from employment or third-party claims about decisions it made — except to the extent caused by our own breach or negligence.

Suspension and ending the agreement

By you

An Owner may close the Business account at any time by contacting support@kupaly.com. A User may leave and have their account deleted — see deleting your account.

By us

We may end this agreement on 30 days' written notice.

We may suspend or end access immediately where you have materially breached these terms, where we are required to by law, or where it is necessary to protect the security of the service or other users. We will tell you the reason unless the law prevents us, and you may challenge it at support@kupaly.com.

On ending

Access stops. We handle data as set out in the data protection section and the privacy policy. The sections on data protection, content, disclaimers, liability, indemnity and governing law survive.

Coming from Snappy Staff

Snappy Staff is being replaced by Kupaly. No Business's data is transferred from Snappy Staff to Kupaly without the Business instructing it. Moving across means accepting these terms.

Changes to these terms

We may change these terms. Minor changes take effect when published with a new version date. For a change that materially affects your rights, we will give at least 30 days' notice by email or in Kupaly, and you may end the agreement before it takes effect if you do not accept it.

Governing law and disputes

These terms are governed by the law of Scotland, and the courts of Scotland have exclusive jurisdiction. Either of us may still apply to any court for urgent interim relief.

Before starting proceedings, please raise the matter at support@kupaly.com so we have a chance to resolve it.

General

Transfer. We may transfer our rights and obligations, and will tell you. You may not transfer yours without our written consent.

Third parties. Nobody who is not a party may enforce these terms under the Contracts (Rights of Third Parties) Act 1999.

Severance. If part is held invalid, the rest continues.

Waiver. Not enforcing a term is not a waiver of it.

Notices. We may give notice by email to the Owner or in Kupaly. Send legal notices to Neirfeno Limited, 7 Thorter Way, Dundee, DD1 3DF, marked for the attention of the Directors.

Whole agreement. These terms are the whole agreement about Kupaly.

Contact us

Email support@kupaly.com, or write to Neirfeno Limited, 7 Thorter Way, Dundee, DD1 3DF.