ISKON RESENIJA D.O.O. Skopje
Microsoft Dynamics 365 ISKON's HR&Payroll
General Terms and Conditions
1. Validity
These General Terms and Conditions apply to ISKON’s HR&Payroll module for following products: Microsoft Dynamics 365 Business Central (hereinafter “Microsoft Dynamics”).
These General Terms and Conditions are intended to define the functional features of ISKON’s HR&Payroll module and the arrangement of licensing relationships between (I) ISKON RESENIJA D.O.O Skopje (hereinafter referred to as "ISKON”) who has developed the module and markets it directly and (II) you as its End Users (hereinafter "the Client").
These General Terms and Conditions are valid from 01.06.2024
ISKON’s HR&Payroll module is valid only and provides an improved user experience in North Macedonia. By storing, installing, copying or using the software that is the subject of these General Terms and Conditions or any part thereof, the Client confirms that he agrees with these General Terms and Conditions, thereby acquiring the following rights and assuming the following obligations:
2. Localization
Standard functional enhancements are functional enhancements in a form of “add-on” or “package”, usually related to the regional or specific industry requirements, owned and developed by ISKON within Microsoft Dynamics development framework. Client may use Standard functional enhancements according to the lease or purchase licensing agreement, confirmed offer or partner agreement (hereinafter “Licensing agreement”).
ISKON’s HR&Payroll module of Microsoft Dynamics (hereinafter referred to as "HR&Payroll") is software owned by ISKON, developed as an extended package to a standard (international) version of Microsoft Dynamics, owned by Microsoft (hereinafter referred to as "Standard Version"). Client may use ISKON’s HR&Payroll module according to the lease or purchase licensing agreement, confirmed offer or partner agreement (hereinafter “Licensing agreement”). ISKON’s HR&Payroll module provides the user of Standard Version following functionalities, language properties and user documentation that are not otherwise included in Standard Version:
ISKON is committed to provide solution for legal requirements for ISKON’s HR&Payroll module before their entry into force if all the following conditions apply:
a. they are defined in point A 2 of these General Terms and Conditions,
b. they are relevant for the majority (more than 50%) of companies present on local market, regardless of the industry,
c. they cannot be supported with commonly available tools (eg. by exporting to Excel, manually entering the public web portal once a year, etc.) within reasonable time frame
d. to be supported in most other comparable business information tools,
and
e. technical prerequisites for relevant source code customization (e. g. extensions) of Standard Version are available in timely manner.
ISKON reserves the right to functionally support only a reasonable approximation of solution in case of unclear interpretation of new legal requirements at the moment they enter into force and ensure full functionality within a reasonable time frame after the general introduction of the uniform interpretation.
As part of the Update Program, ISKON will release new version of ISKON’s HR&Payroll module within 9 months after official release of new Standard Version application update.
In the event of major (where a total of more than 40 man-days of development services are required on each version of ISKON’s HR&Payroll module) legal changes or changes in Standard Version, ISKON reserves the right to charge a one-time upgrade fee for each such change. Solution development costs in such cases will be shared among several Clients using the same version of ISKON’s HR&Payroll module. ISKON will prepare an estimate of these costs in advance. The Client has the right to reject costs and announced changes, but in this case, it is not entitled for usage and support of upgraded functionality.
Legislation changes related to existing localization features and new legislation requirements are / will be supported in last two major application and platform releases (currently active release and the one before current release).
Localization features changes that are required due to supported country’s legislation changes are within the scope of this agreement, but in accordance to Article 5.
4. Intellectual Property Rights / License
ISKON is the sole owner of intellectual property rights for all functionalities, translations and user documentation and any other components of the Localization or Standard functional enhancements including its updates referred to in point 3 of these General Terms and Conditions.
By signing a Licensing agreement with ISKON (and simultaneously accepting these General Terms and Conditions), the Client acquires a non-exclusive, non-transferable right to use the Localization or Standard functional enhancements, including its updates, solely for the internal business needs of their company or related companies in the group for the same limited number of users as provided in license agreement for Standard Version for the duration of the Licensing Agreement.
The Client may only use Localization or Standard functional enhancements in case he also holds a valid license of Microsoft's authorized partner company for Standard Version.
The Client guarantees that all of his employees and external workers with access to the Standard Version will be familiar with Intellectual Property Rights in relation to the Localization. In case of internal development activities performed by Client or any other subcontractors authorized by Client that would affect Localization source code, the Client is obliged to ensure that all his employees and external workers will sign a special personal statement as an annex to the contract. In case that personal statement is not signed and if an abuse of intellectual property related to the Localization occurs, the Client is jointly and severally liable for the damage caused.
5. HR&Payroll module and Update Price
Subscription for HR&Payroll licenses or Standard functional enhancements has to be paid in accordance to the terms defined in Licensing Agreement, based on the applicable ISKON’s price list. For the purposes of this article, the initial version of HR&Payroll or Standard functional enhancements is considered to be the one defined in the user Agreement.
HR&Payroll subscription is charged for the first year at the time of the Licensing Agreement conclusion between the Client and the Partner; the first year of the subscription is mandatory and starts from the date of the Licensing Agreement conclusion. For each subsequent year, the HR&Payroll subscription is charged at the beginning of the year. At least 30 days before the end of the first and each subsequent year, the Client may terminate the Contract with informing the Partner in writing and waive the rights for HR&Payroll subscription and usage.
Client is obliged to inform ISKON about possible changes to the Standard Version of the License, possible deviations of the terms of the Licensing Agreement from these General Terms and Conditions, all the HR&Payroll subscription payments under the Licensing Agreement, legally permissible change of the Partner and any other matters affecting the rights of ISKON on the basis of these General Terms and Conditions.
6. Services related to HR&Payroll and Standard functional enhancements
The rights for HR&Payroll or Standard functional enhancements usage and updates under these General Terms and Conditions do not relate to the rights of the Client to be eligible for implementation of related installation services, possible source code merge, migration, deployment, training, support and other services, which would be required in relation to Localization or Standard functional enhancements free of charge or for certain fee. These services shall be provided by Partner under Licensing Agreement with which the Client obtained a HR&Payroll License and its updates or with a special contract.
7. Guarantee and Limitation of Liability
ISKON will eliminate any possible hidden errors in the Localization software code within 90 days of the date on which the Partner with whom the Client concludes the Licensing Agreement, informed ISKON about the errors in writing and defined them in such a form that it is easily reproducible in the Standard Version with the current version of HR&Payroll or Standard functional enhancements. The error will be eliminated in a way that a new version of HR&Payroll or Standard functional enhancements with included correction will be prepared and will be available for the Client via the ISKON’s web portal or any other mutually agreed electronic media. ISKON is not obliged to correct any errors arising from the Client’s own HR&Payroll or Standard functional enhancements changes or software installation.
ISKON assumes no responsibility for monitoring and interpretation of legal requirements and regulations outside the areas defined in the Section 2A of these General Terms and Conditions, and consequently is not responsible for the correctness of prepared accounting, tax records and other reports prepared by Localization functionalities.
ISKON is liable only for the direct property damage that the Client could be affected of due to failure of removing the hidden errors referred in paragraph 1 of this section or in case when ISKON has violated any other obligation under these General Terms and Conditions, but shall not be liable for lost profits or any other direct or indirect material or non-material damage. The total liability of the ISKON regarding compensation to the Client for any and all/ such damage /s is still limited to the amount of Subscription HR&Payroll fee that the Client paid in accordance with point 5 of these General Terms and Conditions over the last six months.
8. Competent court
Any dispute between ISKON and the User regarding the interpretation and application of these General Terms and Conditions shall be subject to the jurisdiction of the court in Skopje.