Terms & Conditions

1. Scope and definitions

These Terms & Conditions ("Terms") govern use of the website and the software-as-a-service platform (the "Service") provided by The Human-First Shift, a brand and service operated by The Talent Seed OÜ (registry code 17070921), registered in Estonia ("we", "us"). "Customer" means the organisation that subscribes to the Service. By creating an account, signing an order form, or using the Service, the Customer accepts these Terms.

The Service is intended for businesses and organisations (B2B) and is not directed at consumers.

2. The Service

The Service is a diagnostic, forecasting and financial-modelling platform for human-sustainability and people-risk analysis (the "Human-First Sustainability Index" / HFSI™), available connected to a customer's HRIS or standalone. We may update, improve or modify features over time. The specific scope, plan and limits are set out in your order form or subscription plan.

3. Decision-support tool — no guarantees or professional advice

The Service produces scores, forecasts and financial estimates that are planning and decision-support outputs based on the data provided and on transparent modelling assumptions. They are estimates, not guarantees, and do not constitute legal, medical, financial, tax or HR advice. The Customer is responsible for decisions made using the Service and should apply its own judgement and, where appropriate, professional advice.

4. Accounts and access

• The Customer is responsible for the accuracy of registration details and for keeping access credentials confidential.
• The Customer is responsible for all activity under its accounts and for its authorised users' compliance with these Terms.
• We may suspend access where necessary for security, legal compliance, or in the event of a material breach.

5. Customer obligations and acceptable use

• Use the Service lawfully and only for its intended purpose.
• Establish a valid legal basis and complete any required employee-information or consultation steps before collecting employee data through the Service.
• Do not misuse the Service to identify or target individuals contrary to applicable employment and data-protection law, attempt to reverse-engineer it, or interfere with its security or operation.

6. Data protection

Where we process personal data on the Customer's behalf, we act as a processor under Article 28 GDPR and the parties enter into a data processing agreement (DPA), which forms part of these Terms. Our handling of personal data is described in our Privacy Policy. The Customer remains the controller of employee data it submits.

7. Fees and payment

Fees, billing cycle and payment terms are set out in the applicable order form or plan. Unless stated otherwise, fees are exclusive of applicable VAT.

8. Intellectual property

We and our licensors retain all rights, title and interest in the Service, including the HFSI™ methodology, software, models and content. The Customer receives a non-exclusive, non-transferable right to use the Service during the subscription term. The Customer retains all rights to the data it submits ("Customer Data") and grants us the limited right to process it to provide the Service.

9. Confidentiality

Each party will keep the other's confidential information secret and use it only to perform under these Terms, except where disclosure is required by law.

10. Availability and support

We aim to provide a reliable Service but do not warrant uninterrupted or error-free operation. Any service levels and support scope are described in the applicable order form.

11. Warranties and disclaimers

Except as expressly stated and to the extent permitted by law, the Service is provided "as is". We disclaim implied warranties of merchantability and fitness for a particular purpose. Mandatory statutory rights that cannot be excluded remain unaffected.

12. Limitation of liability

To the extent permitted by Estonian law, we are liable without limitation for intent and gross negligence and for damage to life, body or health. For ordinary negligence, we are liable only for breach of a material obligation essential to the contract, limited to the foreseeable damage typical of this type of contract. Any further liability is excluded. Mandatory consumer protections, where applicable, remain unaffected.

13. Term and termination

The subscription runs for the term set out in the order form and renews or terminates as stated there. Either party may terminate for material breach not cured within a reasonable period. On termination, the Customer's right to use the Service ends and Customer Data is handled in accordance with the DPA and our retention policy.

14. Changes to these Terms

We may amend these Terms for valid reasons (e.g. changes in features, law or security) and will give reasonable notice of material changes. Continued use after the effective date constitutes acceptance, subject to any mandatory consent requirements.

15. Governing law and jurisdiction

These Terms are governed by the laws of the Republic of Estonia, excluding its conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods. The courts of Estonia have jurisdiction, with Harju County Court (Harju Maakohus) as the court of first instance, to the extent legally permissible. Mandatory consumer jurisdiction rules, where applicable, remain unaffected.

16. Severability

If any provision is or becomes invalid, the remaining provisions stay in force, and the invalid provision will be replaced by a valid one that comes closest to its commercial intent.

17. Contact

Questions about these Terms: team@thehumanfirstshift.com. Company details are in our Imprint.