End User License Agreement

Thank you for your trust in using our product OneHCM. By using any services and/or products provided by PT WCS Abyakta Nawasena, you, the company and/or business where you have given permission or authorization to represent you (“User”) agree to the Terms and Conditions of Use below, as well as other related terms, policies, and documentation implemented by PT WCS Abyakta Nawasena from time to time (“Terms and Conditions”). These Terms and Conditions are an integral part of (if there are other binding agreements)

PT WCS Abyakta Nawasena may review and amend theseTerms and Conditions from time to time at the Company’s sole discretion. The User acknowledges and agrees that the User is obliged to review these Terms and Conditions from time to time to be aware of the latest conditions or information regarding the terms of use of the Product provided by PT WCS Abyakta Nawasena. If you do not agree to and comply with the terms of this Agreement, you may not use the Service.

General Provisions

The General Provisions apply to all Users who use (product name). Users hereby agree to be bound by and comply with these Terms and Conditions.

Definition

The General Provisions apply to all Users who use (product name). Users hereby agree to be bound by and comply with these Terms and Conditions.

1. Account is an application which can be used by the Users to gain access and utilize the Product.

2. Personal Data is any data related to an identified or identifiable individual, either independently or in combination with other information, either directly or indirectly.

3. Information is information, statements, ideas, or signs that contains value, meaning, and message, whether in the form of data, facts, or explanations that can be seen, heard, or listened to, provided in any form in accordance with developments in information and communication technology.

4. Intellectual Property Rights means patents, simple patents, copyrights and related rights and other related rights, inventions and software codes, moral rights, trademarks and service marks, business names, domain names, rights to product and packaging designs, rights to designs, rights to computer software, rights to databases, rights to use and protect the confidentiality of confidential information (including technical skills and trade secrets) and all other intellectual property rights, whether registered or unregistered, including all applications and rights to request and be granted, renew or extend, and rights to claim priority, all rights and all similar or equivalent rights or forms of protection that exist or will exist now or in the future anywhere in the world.

5. Confidential Information is all information related to any information that has been or will be provided by one Party to the other Party in connection with the implementation of these Terms and Conditions.

6. Force Majeure Events are events caused by natural disasters or events beyond the control of the Parties, such as earthquakes, hurricanes, landslides, floods, fires, explosions, pandemics, natural disasters, wars, riots, terrorism, power struggles, sabotage, embargoes, mass strikes, drastic political/economic changes, whether confirmed or not by a statement from the competent authority in this matter, and the enactment of new laws and regulations that directly or indirectly affect the implementation of these Terms and Conditions.

7. Active Period is the active period of the Account during which the User can access and use the Product.

8. Grace Period is the period (in calendar days) after the Active Period ends.

9. Quotation Form is a form of offer for Product that can be signed separately by the Users and constitues an integral document with these Terms and Conditions.

10. URD is a User Requirement Document a document containing the User’s company policies and User employee data to be entered into the Product.

11. The User Agreement is a usage agreement signed by the Parties and/or a subscription form signed separately by the User which regulates the detailed provisions regarding the use of the Product.

12. The Parties means PT WCS Abyakta Nawasena and the User jointly. However, individually they are referred to as “Party”

13. Term is the period from the Active Period to the end of the Grace Period.

14. Implementation is a discussion related to (the application of services provided by PT WCS Abyakta Nawasena).

15. Training is training on the use of the Product conducted by PT WCS Abyakta Nawasena intended for the User's administrator.

16. Additional Fees are fees that must be paid by the User to PT WCS Abyakta Nawasena in the event that the User requires additional Training and/or additional Implementation.

Scope

1. PT WCS Abyakta Nawasena will provide the Products (types of products) to be used by the User, with details in accordance with the Quotation Form and/or User Agreement (as relevant).

2. The User agrees to use the Products in accordance with these Terms and Conditions, and the use of the Products is the sole responsibility of the User.

3. PT WCS Abyakta Nawasena only provides Products that can be used by Users to manage their workforce. PT WCS Abyakta Nawasena is not involved in the management of the User's internal company policies and industrial relations between the User and its employees.

4. By agreeing to these Terms and Conditions, the User is legally bound to the Product usage guidelines published and as may be amended from time to time by PT WCS Abyakta Nawasena, which guidelines constitute an integral part of and are inseparable from these Terms and Conditions.

User Representations, Warranties, and Prohibitions

1.The User has obtained and possesses all necessary permissions to perform its obligations under these Terms and Conditions.

2. There are no pending lawsuits, actions, or legal claims that could materially affect the User's ability to perform its obligations under these Terms and Conditions and/or affect the validity of these Terms and Conditions.

3. The execution and performance of these Terms and Conditions will not violate or conflict with (i) applicable law (including applicable anti-corruption laws and regulations); (ii) the User's articles of association; and (iii) any agreement or capability binding on the User.

4. In performing these Terms and Conditions, the User shall not offer, promise, agree to, or authorize any payment or gift, either directly or indirectly, of goods or materials of value (including, but not limited to, gifts, entertainment, meals, discounts or personal credit, or other benefits not paid at market value) that have the purpose or effect of public or commercial bribery; and the User shall not take any action that would cause the User or any other party to violate any provisions of anti-bribery and corruption regulations and laws applicable in Indonesia or regulations and laws prohibiting any unlawful acts for the purpose of obtaining commercial business benefits.

5. In implementing the Terms and Conditions, the User is subject to all applicable anti-money laundering laws and regulations and has issued an anti-money laundering compliance policy as required by applicable laws and regulations. The User further agrees to provide the information necessary for verification of compliance with applicable anti-money laundering regulations that is reasonably requested by government authorities in accordance with their anti-money laundering compliance procedures.

6. The User guarantees to always comply with the terms and conditions and privacy notices applicable to each Product, as stipulated on the website and/or platform managed by PT WCS Abyakta Nawasena and/or any other third party relevant to the provision of the Product.

7. Users are fully responsible for all information, data, and/or content uploaded, posted, or disclosed by Users and/or any other parties granted access by Users when using the Products.

In the event of a violation of the above provisions, whether intentional or not, PT WCS Abyakta Nawasena reserves the right to terminate the User's use of the Product before the end of the Term.

Breach of Contract

1. One of the Parties shall be deemed to be in default if it meets the following conditions:

a. One of the Parties fails to perform its obligations or other provisions as agreed in this Agreement; or

b. One of the Parties is declared bankrupt or placed under guardianship (by a court decision that is final and binding/in kracht); or

c. One of the Parties is declared liquidated based on a decision of the general meeting of shareholders, the expiration of the company's term, or a court decision that is final and binding.

2. In the event of a breach of contract, the other Party shall provide a notice of the breach to the Party in breach.

3. In the event of a breach of contract by the User, this shall not limit the rights of PT WCS Abyakta Nawasena, at any time since the occurrence of the breach of contract by the User, to obtain fulfillment of this Agreement from the other Party at the expense of the User and to exercise other rights as set forth in this Agreement.

4. If one Party fails to remedy the breach within the time period specified in the notice of breach, the other Party shall have the right to terminate this Agreement in accordance with the provisions of this Agreement.

Compensation and Limitation of Liability

1. PT WCS Abyakta Nawasena provides Products on an “as is” and “as available” basis without any warranty. To the extent permitted by applicable law, PT WCS Abyakta Nawasena disclaims all other warranties (express, implied, or otherwise), including implied warranties of merchantability, non-infringement, or fitness for a particular purpose.

2. If the User (and/or its affiliated companies using the Product (as relevant)) suffers actual losses when using the Product during the Active Period that are proven to be caused by direct errors or negligence by PT WCS Abyakta Nawasena, the User may submit a claim for compensation to PT WCS Abyakta Nawasena.

3. Under no circumstances shall the compensation for damages that can be provided by PT WCS Abyakta Nawasena in relation to the losses suffered by the User as referred to in paragraph 1 above exceed the maximum amount of the Usage Fees paid by the User to PT WCS Abyakta Nawasena (excluding applicable taxes), subject to the following conditions:

a. The User must submit a claim for compensation to PT WCS Abyakta Nawasena no later than (days) calendar days from the date the loss occurred or from the date the User became aware of the loss suffered by the User, whichever occurs first;

b. in the event that the User chooses several types of Products and/or features where the User experiences actual losses on only some of the Products or features, compensation will be provided by taking into account the portion of the Usage Fee that has been paid to PT WCS ABYAKTA NAWASENA for only those Products or features;

c. if the User uses the Product together with other User affiliates and actual losses are only experienced by certain User affiliates, PT WCS Abyakta Nawasena will only compensate the User for a maximum of the Usage Fees that have been paid as relevant to the related affiliates; and

d. Compensation paid by PT WCS Abyakta Nawasena is limited to the Usage Fees paid for the User's (and/or its relevant affiliates') Active Period that is still ongoing

4. PT WCS Abyakta Nawasena shall not be liable for any losses, claims, expenses, damages, liabilities, or costs arising from:

a. the User's violation of any provisions in these Terms and Conditions;

b. the use of the Product by unauthorized parties and/or parties granted access by the User without authorization;

c. any defects or liabilities caused by the User, including modifications or add-ons made without the consent of PT WCS ABYAKTA NAWASENA;

d. the Product being used in conjunction with any third-party software or products for which the User does not have adequate rights from the third-party vendor for such use;

e. use of the Product that is not in accordance with the provisions in these Terms and Conditions or other technical provisions applicable to the User, including but not limited to user guides; and/or

f. failure to fulfill the requirements mentioned in paragraph 2 above.

5. To the extent permitted by applicable law, PT WCS Abyakta Nawasena shall not be liable to the User (or any person claiming rights derived from the rights of another party) for any loss of income, profit, contracts or business, whether actual or anticipated (whether direct or indirect), loss of data, and/or any incidental, indirect, or consequential loss or damage whatsoever arising out of or in connection with these Terms and Conditions, whether in contract, tort (including negligence), breach of statutory duty, or otherwise.

Service Level Agreement

1. That due to the constraints experienced by the SECOND PARTY, the FIRST PARTY will provide technical support services to the FIRST PARTY based on the severity level of the disruption experienced by the SECOND PARTY, in accordance with the table below:

Severity Level	Customer Situation	Response Time	Expected Customer Response
A	Critical Business Impact	Less than 1 (one) hour	The FIRST PARTY is committed to responding 24 (twenty-four) hours a day, 7 (seven) days a week until the issue is resolved.
B	Moderate Business Impact	Less than 3 (three) hour	The FIRST PARTY is committed to providing a temporary solution until a permanent repair is made.
C	Minimum Business Impact	1 (one) Business Day	The FIRST PARTY will respond during business hours on normal working days.

2. Initial Response Time is the period from when the report or disruption is received by the SECOND PARTY until the FIRST PARTY provides an initial response to the problem experienced by the SECOND PARTY;

3. Based on the report from the SECOND PARTY, the FIRST PARTY will record, analyze, and follow up on the report according to the severity of the incident.

Intellectual Property Rights

1. These Terms and Conditions shall not be construed as a transfer or assignment of any Intellectual Property Rights owned by each Party or its affiliates under applicable laws and regulations.

2. Each Party shall indemnify the other Party against any future claims regarding their respective Intellectual Property Rights, including their use, provided that such use is in accordance with the provisions set forth in these Terms and Conditions.

3. The Products used by the User are Products created, developed, and managed by PT WCS Abyakta Nawasena. By using the Products, the User is granted a limited, non-exclusive, non-transferable license for a specific period of time in accordance with the Active Period in these Terms and Conditions.

4. PT WCS Abyakta Nawasena may use and display the User's logo and company name for commercial and marketing purposes, both on online media and in offline printed media used by PT WCS Abyakta Nawasena. Such actions will be carried out reasonably and in good faith without the intention of misusing the User's logo and company name.

Confidential Information

1. Confidential Information is any and all information/data related to PT WCS Abyakta Nawasena, its customers, shareholders and/or subsidiaries (if necessary) in any format, whether in written, oral, visual or electronic form, whether such information is received directly or indirectly from discussions, and whether or not it is labeled as “Confidential,” including but not limited to information related to business, financial conditions, marketing strategies, business methods, business plans, know-how, processes, products, product plans, suppliers, customers, operations, prices, software, technical information, contract terms, research and discovery results (whether patented or not), analyses, algorithms, procedures, formulas, test data, raw data, source code, trade secrets, equipment, supplies, recipes, designs and drawings, human resources, conditions and other information related to PT WCS Abyakta Nawasena, its shareholders and/or subsidiaries, which is disclosed, conveyed or otherwise provided by or on behalf of PT WCS Abyakta Nawasena to the User.

2. PT WCS Abyakta Nawasena will provide Confidential Information to the User in connection with the implementation of the Agreement. The User shall be obliged and responsible to:

a. examine and use the Confidential Information solely for the purpose of implementing the Agreement and not disclose the same to any other third party or use it for any other purpose;

b. receive and store the Confidential Information in strict confidence and ensure that all reasonable precautions are taken to ensure the security of the Confidential Information;

c. not selling, trading, publishing, or disclosing to anyone in any way, including by photocopying, reproducing, or electronic media, without the prior written consent of PT WCS Abyakta Nawasena; and

d. maintain all confidential or proprietary marks placed on or contained in Confidential Information from PT WCS Abyakta Nawasena, and refrain from removing, destroying, or altering any such marks.

3. If the Agreement expires or is terminated by the Parties, no later than 30 (thirty) days from the date of expiration or termination of the Agreement by the Parties, the User is obliged to return to PT WCS Abyakta Nawasena all Confidential Information received in tangible form, or included in any document, including computer files or other media; or alternatively, the User may destroy all Confidential Information in its possession and ensure that no extracts, copies or reproductions remain; and in the event of destruction, the User shall notify PT WCS Abyakta Nawasena in writing of the destruction. In any case, including in the event of the return of all Confidential Information received by the User to PT WCS Abyakta Nawasena or the destruction of Confidential Information, the User's obligation not to sell, trade, publish or disclose Confidential Information to anyone in any way continues to apply and bind the User continuously even after the Agreement has ended.

4. The User agrees to indemnify and hold harmless PT WCS Abyakta Nawasena and against any damage, loss, cost or liability (including reasonable legal fees and costs of enforcing this Agreement) arising from or resulting from disclosure by the User and the User's representatives in violation of the provisions of this Agreement or as a result of other proven violations of this Agreement.

Personal Data and System Security

In the event that the User accesses or obtains access to all data about identifiable individuals, including other information that may be treated as “Personal Data,” “personal information,” or “information that can be identified individually or in combination with other information (”Personal Data"), the User shall only use, process, and/or disclose Personal Data in accordance with the following provisions:

a. Personal Data shall only be processed: (i) solely for the purpose of fulfilling the obligations and provisions of this Agreement and/or cooperation to be carried out by the Parties, (ii) based on the prior written consent of the individual, or (iii) when required by applicable laws and regulations or court orders;

b. The User shall store and maintain Personal Data in strict confidence, using appropriate measures to prevent unauthorized processing of Personal Data;

c. The User shall process Personal Data in accordance with applicable laws and regulations;

d. Users shall not directly or indirectly use, sell, rent, transfer, distribute, or disclose or provide Personal Data for their own purposes outside of the Work under this Agreement;

e. Users shall not retain Personal Data (or any documents or records containing Personal Data, whether electronic or otherwise) for a period longer than is necessary to serve the Work, except as required by applicable laws and regulations;

f. The User must restrict access to Personal Data to authorized personnel who strictly require access to Personal Data on a need-to-know basis and ensure that such personnel or persons to whom the User discloses Personal Data process it in accordance with the provisions of this Agreement;

g. The User must implement technical and operational security measures to protect Personal Data from unauthorized access, collection, use, disclosure, processing, modification, copying, disposal, destruction, transfer or similar risks, including but not limited to: (i) separating Personal Data from its own data and other customer data, (ii) using pseudonyms and encrypting Personal Data, (iii) measures to ensure the confidentiality, integrity, availability, and continuous resilience of the User's systems and services, (iv) the ability to restore the availability and access to Personal Data in a timely manner in the event of a physical or technical incident (incident response plan), and (v) processes to test, assess, and evaluate the effectiveness of technical and organizational measures to ensure the security of Personal Data processing on a regular basis, (vi) Personal Data records; and

h. Users must immediately notify PT WCS Abyakta Nawasena if they become aware of, or suspect, a security breach that leads to the accidental or unauthorized loss, alteration, or disclosure of Personal Data, including a description of the nature of the security breach, the volume and type of Personal Data affected, and the category and estimated number of individuals concerned.

Applicable Law and Dispute Resolution

1. This Agreement shall be governed by and constructed in accordance with the laws of the Republic of Indonesia.

2. In the event of a dispute in the implementation or interpretation of this Agreement, it shall be resolved by the Parties through mutual consultation.

3. In the event of a difference of opinion or dispute between the Parties arising from or in connection with this Agreement, it shall first be resolved through mutual consultation. In the event that mutual consultation cannot resolve a dispute within 30 (thirty) calendar days, the Parties agree that the dispute shall be resolved and decided by the Indonesian National Arbitration Board (BANI) in Jakarta. The arbitrators' awards and decisions shall be final and binding on the Parties to this agreement, and shall be enforceable in any court of competent jurisdiction. There shall be no appeal to any court or other forum against the arbitration award.

4. The other provisions of this agreement shall remain in force and the Parties shall continue to exercise their respective rights and obligations until the disagreement or dispute is resolved, either through deliberation or based on the decision of BANI.

Force Majeure Events

1. Force Majeure Events in this Agreement are defined as any events beyond the control of the Parties that cannot be avoided, resulting in the non-fulfillment of obligations or the inability to perform the Work or excessive delay in performing the Work, including the following events:

a. War, hostilities (whether declared or not), foreign invasion, insurrection, revolution, riots, armed conflicts or military actions, civil war, acts of terrorism/disturbances in civil society, and sabotage.

b. Ionization, radiation, or radioactive contamination from nuclear waste, disposal of nuclear fuel, radioactive toxic explosions, or other types of explosions that endanger other property, nuclear assemblies, or nuclear components.

c. Government regulations related to dangerous situations that cause the Parties to stop or delay the execution of the work.

d. Natural disasters, including but not limited to earthquakes, floods, tsunamis, hurricanes, tornadoes, thunderstorms, landslides, and severe weather changes.

e. Epidemics, riots, strikes, labor unrest, or other industrial disturbances (affecting the performance of this agreement) that are not the fault of the User or its contractors or subcontractors.

2. The Party claiming to be affected by Force Majeure must notify the other Party within 2 × 24 (two times twenty-four) hours after becoming aware of the occurrence of the Force Majeure event, by written notification to the other Party detailing the Force Majeure event and its impact, including the date of commencement and the estimated end date of the Force Majeure event and its consequences that may affect the obligations of the Parties under this agreement.

3. The Party claiming to be affected by the Force Majeure event shall also be required to submit evidence as requested by the other Party regarding the occurrence of the Force Majeure event. Failure by either Party to fulfill its obligations due to a Force Majeure event in accordance with the provisions of this article shall not be considered a breach of this agreement.

4. That the Party claiming to be affected by the Force Majeure event shall make every effort to minimize the impact of such Force Majeure event.

5. The Party claiming to be affected by the Force Majeure event shall perform its obligations under this agreement as soon as possible after the termination of the Force Majeure event, with an extension of time as mutually agreed.

Termination and Assignment of Agreement

1. Neither Party shall assign, in whole or in part, its rights or oblogations under this Agreement (including any assignment by operation of law or otherwise) without the prior written consent of the other Party The assigning Party and the assignee warrant and undertake that the assignee shall be fully bound by and comply with this Agreement.

2. This Agreement may be terminated prior to the expiration of its Term by mutual agreement of the Parties, with thirty (30) calendar days’ prior written notice, if:

a. Either Party breaches the provisions of this Agreement (which, in reasonable opinion, is capable of remedy), but fails to remedy such breach within the cure period stated in the written notice issued by the non-breaching Party;

b. Either Party breaches any material provision of this Agreement which, in the opinion of the non-breaching Party, is not capable of remedy;

c. Either Party breaches, in whole or in part, any of the representations and warranties set forth in this Agreement;

d. A Force Majeure Event continues for more than thirty (30) calendar days, preventing either Party from performing its obligations;

e. Based on the evaluation of PT WCS Abyakta Nawasena, the User fails to perform the Agreement in accordance with its terms;

f. The User engages in actions or conduct contrary to prevailing community standards, or is publicly perceived as engaging in unacceptable behavior or conduct that tarnishes the reputation of PT WCS Abyakta Nawasena, and consequently PT WCS Abyakta Nawasena believes that its relationship with the User will be detrimental or harmful to its reputation;

g. The User enters into a partnership with another company or entity that results in a structural change which, in the reasonable opinion of PT WCS Abyakta Nawasena, restricts the User’s capacity to provide or perform under this Agreement, or otherwise hinders or impacts the User’s ability to fulfill its obligations hereunder;

h. Either Party resolves to liquidate, or a competent court issues an order to liquidate either Party, or either Party becomes insolvent/bankrupt;

i. Any law, regulation, or policy issued by a competent government authority prohibits the Parties or either Party from carrying out the cooperation contemplated under this Agreement.

3. Upon termination of this Agreement, including for reasons set forth in this Article, the Parties agree that such termination shall not extinguish any rights or obligations of either Party that remain outstanding as a result of matters agreed upon prior to the effective date of termination, including but not limited to PT WCS Abyakta Nawasena’s right to obtain completion of Work already ordered prior to the effective date of termination, and the User’s right to receive payment for Work duly completed prior to such date.

4. In the event of termination as referred to in this Article, the Parties agree to waive the provisions of Articles 1266 and 1267 of the Indonesian Civil Code to the extent they require a court decision to terminate this Agreement.

5. PT WCS Abyakta Nawasena may, at its sole discretion, terminate this Agreement for any reason whatsoever, by providing thirty (30) calendar days’ prior written notice to the User. In the event of termination due to the User’s fault or negligence, PT WCS Abyakta Nawasena shall be entitled to compensation for any losses incurred.