TERMS AND CONDITIONS OF USE

1. COMPANY INFORMATION

KINMU DIGITAL S.L., a company incorporated under Spanish law, with its registered office at Calle Teide, 4, 28703 Madrid, Spain, and Tax Identification Code B24996803 (hereinafter, "Kinmu", "we", "us"), makes available to the user the Kinmu platform accessible through the website https://kinmu.app, its mobile applications (iOS and Android), and associated functionalities (hereinafter, the "Platform").

Access to and use of the Platform are governed by these Terms and Conditions (hereinafter, the "Terms"), which constitute a binding agreement between the user and Kinmu. By accessing the Platform, the user declares that they have fully read these Terms, the Privacy Policy and the Cookies Policy, and accepts all of their clauses without reservation. If the user does not fully accept these Terms, they must refrain from using the Platform.

2. DEFINITIONS

For the purposes of these Terms: (i) "Platform" means the set of applications, websites, services and functionalities offered by Kinmu for schedule management, absences and the provision of artificial intelligence services; (ii) "User" means any natural person who accesses or uses the Platform in any way; (iii) "Company" means the legal entity that contracts the Service for internal use; (iv) "Service" means the set of time tracking, absence management, AI assistant and other services provided by Kinmu according to the contracted plan; (v) "Account" means the User’s personal profile registered on the Platform; (vi) "Personal Data" means any information that allows direct or indirect identification of a User under applicable data protection law; (vii) "Contract" means the binding agreement between Kinmu and the client Company for provision of the Service; (viii) "DPA" means the Data Processing Agreement pursuant to Article 28 of Regulation (EU) 2016/679; (ix) "Security Breach" means unauthorized access, disclosure or accidental or intentional destruction of Personal Data.

3. LEGAL CAPACITY AND ACCEPTANCE OF TERMS

The User who accesses the Platform declares: (i) to be at least eighteen years of age and to have full legal capacity to contract; (ii) not to be subject to any court or administrative order that disqualifies them from using services of this nature; (iii) not to be a citizen or resident of a territory sanctioned by the United Nations, the European Union or the United States; (iv) to act on their own behalf or, where applicable, to be duly authorized to represent the Company for which they access the Platform. The User assumes full responsibility for the accuracy and truthfulness of these statements. Kinmu reserves the right to verify the User’s identity, suspend or cancel the Account in case of non-compliance with these requirements, and report to competent authorities any conduct that may constitute a criminal offense.

Acceptance of these Terms is a mandatory requirement for access to and use of the Platform. Continued access to the Platform after any modification to the Terms becomes effective constitutes express acceptance of such modifications. A User who does not accept the modifications may cancel their subscription as provided in Article 13.

4. PURPOSE AND SCOPE OF THE SERVICE

The Platform is a cloud-based Software as a Service (SaaS) solution for working day management, time tracking, absence recording and assistance through artificial intelligence. Kinmu provides, according to the contracted subscription plan, functionalities such as employee check-in and check-out, time validation, absence and leave request management, team and department organization, shared calendar, report generation, and a conversational virtual assistant based on natural language processing technology.

Kinmu provides the Platform “as is” without additional warranties other than those expressly stated in this contract. The Platform does not constitute legal, labor, tax or other advice. The client Company remains fully responsible for compliance with applicable labor legislation, the configuration of time policies, the calculation of absence rights under legal provisions and collective bargaining agreements, and the adoption of decisions related to the employment relationship of its employees. Kinmu acts solely as a provider of data recording and management tools, not as the party responsible for the legality, accuracy, or appropriateness of the decisions the Company makes based on information provided by the Platform.

5. ACCESS AND REGISTRATION

To access the Platform, the User must: (i) provide a valid email address, (ii) create a password of at least eight characters that includes a combination of letters and numbers, (iii) provide complete and accurate identification information, (iv) explicitly accept these Terms and the privacy and cookies policies, (v) verify their email address via a confirmation link sent by Kinmu. The User guarantees the truthfulness, accuracy and updating of all information provided during registration and undertakes to keep such information updated at all times.

The User declares to be the legitimate owner of the email address used in the registration and grants consent to Kinmu to use that email as an official communication channel. The User is responsible for maintaining absolute confidentiality of their access credentials, including password, authentication tokens and any other information that allows access to the Account. The User undertakes not to share their Account with third parties under any circumstances, to log out of public or shared devices after use, and to immediately notify dpo@kinmu.app of any suspicion of unauthorized access. Kinmu shall not be liable for loss, damage or unauthorized access resulting from the User’s failure to comply with these obligations.

Kinmu reserves the right to verify the User’s identity by requesting official documentation, to reject or cancel registrations that do not pass security, fraud or compliance validations, and to suspend Accounts in case of suspicious behavior or breach of these Terms. In case of serious breach, Kinmu may cancel the Account without prior notice.

6. CONDITIONS OF USE

The User undertakes to use the Platform only for the purposes established in this contract, in accordance with applicable law, principles of good faith, and strictly within the limits permitted by these Terms. Any use other than that expressly authorized is prohibited. The User undertakes to respect the intellectual and industrial property rights of Kinmu and third parties, not to introduce content that may be illegal, defamatory, threatening, offensive, discriminatory or that infringes third-party rights, and to refrain from any conduct that could cause technical, reputational or other harm to the Platform or its users.

The following conduct is expressly prohibited: (i) attempts to gain unauthorized access to other users’ Accounts, databases or Kinmu’s IT systems; (ii) performing, attempting or facilitating reverse engineering, decompilation, deobfuscation or analysis of the Platform’s source code; (iii) using automation tools, bots, scrapers or scripts to extract, collect or process Platform data without authorization; (iv) performing denial of service attacks (DoS, DDoS) or attempts to saturate servers; (v) introducing malware, viruses, malicious code, SQL injections, script injections or any element that could compromise the integrity or availability of the Platform; (vi) falsification of time records, entry of fictitious data or manipulation of attendance control information; (vii) attempts to modify, alter or destroy third-party data; (viii) violation of the confidentiality of labor, salary or other sensitive information of the Company or its employees; (ix) use of the Platform for labor exploitation, discrimination, harassment, threats or violation of fundamental rights; (x) mass and automated queries to the AI assistant, spam, or attempts to manipulate the operation of that assistant; (xi) any conduct that constitutes a crime under applicable law.

In case of infringement of any of these prohibitions, Kinmu may, depending on severity: (i) issue a written warning to the User; (ii) suspend access to specific Platform functionalities for a determined period; (iii) suspend the entire Account; (iv) permanently cancel the Account and prevent future access; (v) block the User’s IP address from Kinmu servers; (vi) report to competent authorities if the conduct constitutes a crime. Kinmu is not obliged to provide prior notice in case of serious breach.

7. COMPETITOR USERS

Kinmu expressly prohibits access to and use of the Platform by users who are direct competitors of Kinmu. A direct competitor is any natural or legal person that develops, markets or distributes products or services substantially similar to Kinmu, including without limitation time tracking software, absence management, comprehensive labor management, or AI services applied to human resources management.

Before creating an Account, any User who has doubts about their competitive status must request written authorization at legal@kinmu.app. If Kinmu later determines that the User is an unauthorized competitor, Kinmu will proceed to immediate cancellation of the Account, without refund, without prior notice, and reserves legal rights to claim damages for unauthorized use of confidential business information. A User who breaches this clause assumes liability for violation of trade secrets under applicable criminal law.

8. INTELLECTUAL PROPERTY RIGHTS

All intellectual and industrial property rights over the Platform, including without limitation source code, object code, algorithms, business logic, user interface, user experience, database and its structure, brand "Kinmu", logos, domain names, technical documentation, tutorials, AI prompts, AI models and configurations, security mechanisms, and any improvements, updates or derivatives, belong exclusively to KINMU DIGITAL S.L. or its licensors, and are protected under Spanish intellectual property law, international copyright law and other applicable regulations.

Kinmu grants the User a limited, personal, non-exclusive, revocable and non-transferable license to access and use the Platform solely in accordance with the terms established in this contract and within the limits of the contracted subscription plan. The User does not acquire any ownership, domain or title over any element of the Platform. It is expressly prohibited: (i) copying, reproducing, modifying, translating, publishing, transmitting, distributing, commercializing or reselling the Platform or any part of it; (ii) creating derivative works based on the Platform; (iii) extracting data massively or using web scraping techniques; (iv) removing, modifying or circumventing intellectual property notices, watermarks or rights identifiers; (v) reverse engineering, decompilation, deobfuscation or attempts to access source code; (vi) sublicensing, leasing, selling or transferring access rights to third parties; (vii) using the "Kinmu" brand or derivatives without prior written authorization.

The User acknowledges that any violation of these rights causes immediate and urgent harm to Kinmu and that monetary compensation is insufficient as a remedy. Therefore, Kinmu has the right to seek injunctive relief, immediate cessation orders, and declaratory and condemning judicial actions, without prejudice to the right to claim damages.

9. PRICING AND BILLING

The client Company contracts the Service in accordance with the subscription plan specified in the Commercial Proposal or signed Contract, with price, number of users (referred to as "seats"), billing cycle (monthly, quarterly, annual) and additional functionalities determined in that document. Prices are expressed in the currency specified in the Commercial Proposal and do not include applicable taxes, fees or charges, which shall be borne entirely by the client Company.

Billing is carried out according to the contracted subscription cycle. In the case of monthly billing, payment is due on the last day of the month and renews automatically unless explicitly cancelled at least thirty (30) days in advance. In the case of annual billing, it is a single prepayment and renews automatically unless cancelled at least thirty (30) days in advance. The client Company is responsible for maintaining a valid payment method at all times.

Kinmu reserves the right to modify prices, plans, or Platform characteristics. Substantial changes in price or essential contractual terms will be communicated by email to the client Company’s registered address with at least forty-five (45) days’ notice for monthly subscriptions, or sixty (60) days for annual subscriptions. The new conditions will take effect on the next renewal date of the subscription cycle, and the original terms remain in force until then. The client Company that does not accept the changes may cancel the subscription during the notice period without penalty, losing access from the effective date of the new conditions.

10. NON-PAYMENT AND SUSPENSION

If an invoice is not paid within thirty (30) days of issuance, Kinmu may: (i) apply late payment interest equivalent to the legal interest rate in Spain plus seven percentage points, or the European Central Bank reference rate plus ten percentage points, applying whichever is higher; (ii) suspend access to the Platform and its functionalities wholly or partially, blocking the client Company’s Accounts; (iii) deregister the client Company from the Service; (iv) refer debt collection to a collection agency or initiate judicial debt recovery actions, without prejudice to other legal rights of Kinmu.

During suspension for non-payment, the client Company retains the ability to export its Personal Data in accordance with data protection law, but may not access Platform functionalities or perform new operations. Data will be retained in accordance with the Privacy Policy. Upon payment of the outstanding debt, Kinmu will restore normal access within a maximum of twenty-four (24) hours. The client Company acknowledges that non-payment causes damages of difficult estimation to Kinmu, and that monetary compensation is insufficient as a remedy, thus Kinmu is entitled to injunctive relief.

11. ARTIFICIAL INTELLIGENCE ASSISTANT

Kinmu’s AI Chat is an optional feature based on natural language processing technology provided by a specialized third party, intended to provide indicative responses about schedules, absences, team data and administrative labor questions of the User. The User expressly acknowledges that: (i) AI Chat responses are indicative and do not constitute a guarantee of accuracy or completeness; (ii) AI Chat does not make decisions about the User’s employment relationship, and all decisions on absence approval, schedule changes, labor discipline or termination remain the exclusive responsibility of the client Company’s representatives; (iii) AI Chat cannot access confidential information beyond the User’s authorized data; (iv) AI Chat does not replace legal, labor or professional advice.

Use of the AI Chat requires explicit and separate consent from the User and is not an automatic consequence of accepting these Terms. The User may revoke their consent at any time without penalty by disabling the feature in their profile. AI Chat conversations are private between the User and the assistant and are not accessible to managers, company administrators or third parties without the User’s express consent. Conversation data is retained in accordance with the Privacy Policy and is automatically deleted after the specified period or upon User request.

Kinmu is not responsible for errors, inaccuracies, omissions or inappropriate responses from the AI Chat, nor for labor decisions adopted in reliance on information provided by the assistant. The User uses the AI Chat at their own risk and is responsible for verifying critical information with official sources of the client Company before acting upon it.

12. RESPONSIBILITIES AND LIMITATION OF LIABILITY

Kinmu undertakes to: (i) implement reasonable technical security measures to protect Personal Data in accordance with industry standards; (ii) maintain reasonable availability and functionality of the Platform within the limits of its control; (iii) comply with notification obligations in case of Security Breach as required by applicable law; (iv) process Personal Data in accordance with the Privacy Policy and data protection law; (v) not disclose Personal Data to commercial third parties without authorization.

However, Kinmu shall not be responsible for: (i) labor, disciplinary, salary or employment relationship decisions that the client Company makes based on Platform information; (ii) compliance with labor law, collective bargaining agreements, workers’ statute or social security regulations by the client Company; (iii) accuracy, completeness or legality of data entered by Users or administrators into the Platform; (iv) errors or inaccuracies by users in schedule configuration, absence calculations or data entry; (v) interpretation or application of Platform data for decisions affecting employee rights; (vi) unauthorized access resulting from User negligence in protecting credentials; (vii) breach of contractual or legal obligations of the client Company toward its employees; (viii) failures, interruptions or unavailability of the Platform caused by force majeure, third-party acts, provider infrastructure failures, large-scale cyberattacks, pandemics, natural disasters, acts of war or terrorism, or legislative changes that make Service provision impossible.

In no event shall Kinmu be liable to the User or client Company for indirect, incidental, special, consequential or exemplary damages, including loss of profit, loss of business opportunity, loss of data, reputational damage, moral damage, or any other damages not directly caused by Kinmu’s breach of its essential obligations. Kinmu’s total and maximum liability to the User or client Company, for all causes combined, shall not exceed the greater of: (i) the amount corresponding to twelve months of the most recently paid subscription by the client Company, or (ii) ten thousand euros (€10,000).

These limitations of liability apply even if Kinmu has been advised of the possibility of such damages. The foregoing exclusions do not apply to: (i) serious breach of data protection obligations causing direct proven damage; (ii) fraud, willful misconduct or intentional breach; (iii) death or personal injury; (iv) theft or loss of data proven to result from direct access to Kinmu systems. This clause is mandatory compliance with European consumer law provisions and does not constitute a waiver of inalienable legal rights.

13. DURATION AND TERMINATION

The client Company’s subscription to the Platform remains in force for the period specified in the Contract or Commercial Proposal (monthly, quarterly or annual) and renews automatically under identical conditions unless a price or terms change is communicated in advance pursuant to Article 9.

The client Company may cancel its subscription at any time by contacting support@kinmu.app with the subject “Cancellation Request”; cancellation becomes effective at the end of the current billing cycle. A client Company that has paid an annual subscription is not entitled to a refund for the unused period; prepaid subscriptions are non-refundable under any circumstances except billing error, duplicate charge, or Kinmu’s discretionary decision.

Kinmu may suspend or cancel the client Company’s Account in the following cases: (i) outstanding non-payment for more than thirty (30) days after formal notice; (ii) serious and persistent breach of these Terms; (iii) conduct constituting crime or fraud; (iv) attempts to attack, exploit or breach Platform security; (v) use of the Platform by an unauthorized competitor; (vi) violation of intellectual property rights; (vii) conduct that violates labor law, discriminates employees or causes reputational harm to Kinmu; (viii) failure to cooperate with security investigations.

After cancellation of the Account, the client Company loses immediate access to the Platform. Personal Data is retained in accordance with the Privacy Policy for mandatory legal retention periods (typically four to six years for employment data). The client Company has the right to export Personal Data for thirty (30) days after cancellation in accordance with GDPR rights. After that period, Kinmu will delete the data in accordance with applicable law.

14. MODIFICATION OF TERMS

Kinmu reserves the right to modify these Terms at any time to adapt them to legislative changes, implementation of new functionalities, clarity improvements, error corrections, or changes in commercial policy. Minor editorial modifications or corrections will be published directly without prior notice. Substantial modifications that introduce new obligations, restrict User rights, or change privacy policies will be communicated by email with at least thirty (30) days’ notice.

Modified Terms will enter into force on the date specified in the notification. The User who continues to use the Platform after the effective date of the modifications will be deemed to accept such modifications in full. A User who does not accept the modifications may cancel their subscription before the modifications take effect without penalty.

15. APPLICABLE LAW AND JURISDICTION

These Terms and Conditions are governed entirely by Spanish law, including the Spanish Civil Code, Commercial Code, Law 34/2002 on Information Society Services and Electronic Commerce (LSSI-CE), Regulation (EU) 2016/679 on Data Protection (GDPR), Organic Law 3/2018 on Personal Data Protection (LOPDGDD), and any other applicable provisions. These Terms shall be interpreted in accordance with Spanish law, excluding any conflict-of-law rules.

Any dispute, litigation, claim or controversy arising from or related to these Terms, their interpretation, compliance or breach shall be submitted to the jurisdiction of the competent courts of Madrid, Spain. The parties expressly agree to submit to said jurisdiction, waiving any objection of jurisdiction or forum non conveniens. In the event of judicial proceedings, the losing party shall bear court costs and attorney's fees of the prevailing party.

16. CONTACT

For questions related to these Terms, contractual compliance, or claims derived from the Service, the User or client Company may contact: legal@kinmu.app. For data protection and the exercise of rights under the GDPR, contact: dpo@kinmu.app. To report security vulnerabilities, contact: security@kinmu.app. Kinmu will respond to inquiries within fifteen (15) business days.

Kinmu Digital S.L.
Calle Teide, 4
28703 Madrid, Spain
CIF: B24996803
https://kinmu.app