Terms of Service

Last updated: October 31, 2025

1. Agreement to Terms

By accessing, registering for, or using Wherabout ("Service", "Platform", "Software"), you represent that you have the legal authority to enter into these Terms of Service ("Terms", "Agreement") on behalf of yourself or the organization you represent ("Customer", "you"). If you do not agree to all provisions of these Terms, you must immediately cease all use of the Service. Continued use constitutes binding acceptance.

2. Company Information

Wherabout is operated by natalabs L.L.C-FZ ("Company", "we", "us", "our"), a free zone limited liability company registered in United Arab Emirates. We provide enterprise time-off management and HR software solutions exclusively for business use.

3. Eligibility and Service Restrictions

The Service is intended solely for business-to-business (B2B) use by organizations managing employment data for their own internal operations. By using the Service, you represent and warrant that:

• You are at least 18 years of age and have legal capacity to enter contracts
• You are authorized to bind the Customer organization to these Terms
• The Service will be used exclusively for your organization's internal employment management purposes
• You will NOT use the Service to provide services to third parties, resell access, or operate as a service bureau
• You will NOT sublicense, distribute, or make the Service available to any third party for their benefit
• You will NOT use the Service to manage employment data on behalf of clients or other external organizations
• Employee data processed through the Service pertains only to individuals who are at least 16 years of age or the minimum legal working age in their jurisdiction, whichever is higher
• You will not input data of individuals under the legal working age in your jurisdiction

B2B Internal Use Only: This Service is licensed for your organization's internal use only. Any attempt to resell, redistribute, white-label, or provide access to third parties for commercial purposes constitutes a material breach of these Terms and will result in immediate termination without refund.

4. Service Description

Wherabout provides a cloud-based time-off management platform that helps organizations track employee time off, manage leave policies, and maintain compliance with employment regulations. Features include but are not limited to:

• Time-off request and approval workflows
• Leave balance tracking and automated calculations
• Holiday calendar and policy management
• Team capacity planning and reporting tools
• Integration capabilities with third-party HR systems

We reserve the right to modify, add, or remove features at any time without prior notice. Feature availability may vary by subscription tier.

5. Subscription and Payment Terms

Access to the Service requires a valid paid subscription unless you are on an authorized trial period. By subscribing, you agree to the following:

• Pricing Model: Subscription fees consist of: (a) a fixed monthly base fee for the account; and (b) usage-based charges calculated per active employee seat. The total monthly charge is the base fee plus the per-seat fee multiplied by your peak active seat count during the billing period.
• Seat Counting Methodology: An employee seat is counted as active in a billing period if the employee was active in the system for at least one (1) day during that period. We use "maximum usage during period" billing, meaning you are charged for the highest number of active seats reached on any single day within the billing period, not an average. If you add employees mid-month, you will be charged for those seats for the full month.
• Active Employee Definition: An employee is considered active on a given date if: (a) their account was created on or before that date; (b) their employment start date (if specified) is on or before that date; and (c) their employment end date (if specified) is on or after that date, or is not set. The employment end date is inclusive - employees are counted as active on their final day of employment but not on subsequent days. Deactivated or deleted employees are not counted starting the day after their end date.
• Billing Cycle and Timing: Subscriptions operate on monthly billing cycles. At the end of each billing period, we calculate your actual usage (peak active seats during that period) and charge you for: (a) the base subscription fee; and (b) the per-seat charges based on your peak seat count. Since billing is based on actual usage during the completed period (usage-based retrospective billing), all charges are determined and processed after the billing period ends. You authorize automatic payment upon calculation of charges.
• Payment Authorization: You authorize us to charge your designated payment method for all applicable fees, including the base subscription fee and all usage-based charges. You are responsible for maintaining valid and current payment information at all times. Failed payments may result in immediate service suspension.
• Late Payment and Non-Payment Consequences: Accounts with payment failures exceeding seven (7) days may be suspended immediately without notice. If payment is successfully received within thirty (30) days from the due date, access will be restored upon payment of all outstanding amounts. If payment remains outstanding beyond thirty (30) days from the due date, we reserve the right to permanently delete all account data, including employee records, time-off history, and configurations, without further notice or liability, and access cannot be restored. Unpaid amounts accrue interest at one and one-half percent (1.5%) per month (18% annually) or the maximum rate permitted by applicable law, whichever is lower. Given that our billing model is usage-based and charges are calculated after services have been rendered, non-payment constitutes debt for services already provided to you. We reserve the right to pursue all available legal remedies to collect unpaid amounts, including but not limited to: engaging collection agencies, filing legal proceedings, and reporting delinquent accounts to credit bureaus. You are responsible for all collection costs, including reasonable attorneys' fees and court costs incurred in collecting unpaid amounts.
• Taxes: All fees are exclusive of taxes, duties, and similar governmental charges. You are solely responsible for payment of all applicable sales tax, use tax, VAT, GST, and other taxes or duties, excluding only taxes based on our net income. If we are required to collect or pay such taxes, they will be invoiced to and paid by you.
• No Refunds: All subscription fees and usage charges are non-refundable under any circumstances. No refunds, credits, or prorated amounts will be issued for: (a) partial billing periods; (b) unused employee seats; (c) employees removed mid-period; (d) service downtime; (e) early cancellation; or (f) dissatisfaction with the Service. By subscribing, you acknowledge and accept this no-refund policy.
• Billing Disputes: You must notify us in writing of any billing disputes within thirty (30) days of the charge date. Failure to dispute charges within this period constitutes acceptance of the charges. Disputes must be sent to hi@natalabs.com. Disputed amounts remain due and payable during the dispute resolution process.
• Cancellation: You may cancel your subscription at any time through your account settings or by contacting support. Cancellation is effective at the end of your current paid billing period. You will continue to have access through the end of the paid period but will not receive any prorated refund. Upon cancellation, access terminates immediately when the billing period ends, and you must export all needed data before that date.
• Price Changes: We reserve the right to modify subscription pricing, including base fees and per-seat rates, at any time with thirty (30) days advance written notice via email and in-Service notification. The new pricing will apply starting with your next billing cycle after the notice period. Your continued use of the Service after the effective date constitutes binding acceptance of the new pricing. If you do not agree to the price increase, your sole remedy is to cancel your subscription before the new pricing takes effect.
• Seat Verification: We reserve the right to audit and verify seat counts through automated systems and manual review. You agree to cooperate with reasonable verification requests. If discrepancies are found indicating underpayment, you agree to immediately pay any shortfall plus interest from the date such amounts were originally due.

6. Intellectual Property Rights

6.1 Our Property: The Service, including all software, code, algorithms, designs, trademarks, logos, documentation, and related intellectual property, is and remains the exclusive property of natalabs L.L.C-FZ and its licensors. You acquire no ownership rights whatsoever. These Terms grant you only a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access the Service strictly in accordance with these Terms.

6.2 Customer Data: You retain all rights to data you input into the Service ("Customer Data"), including employee information, time-off records, and configurations. By using the Service, you grant us a worldwide, royalty-free license to host, copy, process, and transmit Customer Data solely to provide and improve the Service. This license terminates when you delete Customer Data or terminate your account, except for data retained for legal compliance.

6.3 Restrictions: You shall not, and shall not permit others to: (a) reverse engineer, decompile, or disassemble the Service; (b) copy, modify, or create derivative works; (c) rent, lease, sell, or sublicense access; (d) remove proprietary notices; (e) use the Service to develop competing products; (f) access the Service to build similar functionality; or (g) use automated tools to extract data beyond normal usage.

6.4 Feedback: Any suggestions, ideas, or feedback you provide about the Service ("Feedback") becomes our exclusive property. You hereby irrevocably assign all rights in Feedback to us without compensation or attribution.

7. Customer Obligations and Prohibited Use

You agree to and represent that you will:

• Provide accurate, current, and complete account information and promptly update such information
• Use the Service exclusively for your organization's internal employment management purposes only
• Use the Service exclusively in compliance with all applicable international, federal, state, and local laws and regulations
• Maintain strict confidentiality of account credentials and immediately notify us of any unauthorized access
• Be solely responsible for all activity under your account, whether authorized or not
• Obtain all necessary consents and authorizations from employees before inputting their data
• Ensure Customer Data does not violate third-party rights or applicable laws
• Not access the Service through unauthorized means, automated tools, or bots
• Not attempt to compromise, circumvent, or interfere with security features of the Service
• Not upload viruses, malicious code, or any harmful content
• Not use the Service for any illegal, fraudulent, or unauthorized purposes
• Not resell, redistribute, sublicense, rent, lease, or provide access to third parties for any commercial purpose
• Not use the Service to manage employment data on behalf of external clients or third-party organizations
• Not white-label, rebrand, or incorporate the Service into any offering provided to third parties

Prohibited Commercial Use: You explicitly acknowledge and agree that using the Service as a service bureau, HR outsourcing operation, or similar model where you manage employment data for external clients is strictly prohibited and constitutes a material breach.

8. Data and Privacy

Your use of the Service is governed by our Privacy Policy and Data Processing Addendum, incorporated herein by reference. You consent to our data practices as described in those documents. As between you and us, you are solely responsible for: (a) the accuracy and legality of Customer Data; (b) obtaining necessary employee consents; (c) compliance with employment and data protection laws; and (d) your organization's internal use of data exported from the Service. We assume no liability for your data practices or legal compliance obligations.

9. Service Availability and Modifications

The Service is provided on an "as available" basis. We do not guarantee uninterrupted, error-free, or secure access. We explicitly disclaim any service level commitments unless separately agreed in writing. We reserve the right, in our sole discretion, to: (a) modify, suspend, or discontinue any feature or the entire Service at any time; (b) impose usage limits; (c) restrict access to certain features by subscription tier; and (d) perform maintenance with or without notice. We shall not be liable for any consequences resulting from service modifications, interruptions, or unavailability.

10. Account Suspension and Termination

10.1 Our Rights: We reserve the right to immediately suspend or terminate your account, without notice or liability, for any reason including but not limited to: (a) breach of these Terms; (b) non-payment or payment disputes; (c) fraudulent, illegal, or abusive activity; (d) excessive usage affecting system performance; (e) extended account inactivity exceeding 90 days; (f) legal or regulatory requirements; or (g) at our sole discretion to protect our interests.

10.2 Your Rights: You may terminate your account at any time by following the cancellation process in your account settings or contacting support. Termination is effective at the end of your current billing period unless your account is in breach, in which case termination is immediate.

10.3 Effect of Termination: Upon termination for any reason: (a) all access rights immediately cease; (b) all outstanding fees become immediately due; (c) we may delete Customer Data in accordance with our retention policies after 30 days; (d) provisions surviving termination remain in full force. We have no obligation to maintain or provide Customer Data after termination. You must export any needed data before termination.

10.4 Data Export: During an active subscription, you may export Customer Data at any time through provided tools. Upon termination, you have 30 days to request a final data export (fees may apply). After 30 days, data may be permanently deleted without further notice.

11. Disclaimers and Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPLICITLY DISCLAIM ALL WARRANTIES INCLUDING BUT NOT LIMITED TO: (A) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (B) WARRANTIES REGARDING ACCURACY, RELIABILITY, OR AVAILABILITY; (C) WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (D) WARRANTIES REGARDING RESULTS OR DATA ACCURACY. WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT DEFECTS WILL BE CORRECTED. YOU ASSUME ALL RISK FOR USE OF THE SERVICE.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

12.1 Exclusion of Damages: IN NO EVENT SHALL NATALABS L.L.C-FZ, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO: LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, BUSINESS INTERRUPTION, OR REPUTATIONAL HARM, WHETHER ARISING FROM CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 Liability Cap: OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICE SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL FEES YOU PAID TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100). THIS LIMITATION APPLIES REGARDLESS OF THE NUMBER OF CLAIMS OR CAUSES OF ACTION.

12.3 Essential Purpose: You acknowledge that these limitations are essential elements of the agreement between us and that we would not provide the Service without these limitations. These limitations shall apply even if any limited remedy fails of its essential purpose.

13. Indemnification

You agree to indemnify, defend (at our option), and hold harmless natalabs L.L.C-FZ, its parent, subsidiaries, affiliates, officers, directors, employees, agents, partners, and licensors from and against any and all third-party claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to: (a) your use or misuse of the Service; (b) your violation of these Terms; (c) your violation of any laws, regulations, or third-party rights; (d) Customer Data or your data practices; (e) disputes with your employees or other users; or (f) your negligence or willful misconduct. We reserve the right to assume exclusive control of the defense of any claim, in which case you shall cooperate fully.

14. Force Majeure

We shall not be liable for any failure or delay in performance due to causes beyond our reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, fuel crises, telecommunications failures, internet service provider failures, cloud infrastructure outages, cyberattacks, or governmental restrictions. During such events, our obligations are suspended for the duration of the force majeure event, and we shall not be liable for any resulting consequences.

15. Export Controls and Sanctions Compliance

You acknowledge that the Service may be subject to export control laws and regulations of the United Arab Emirates, United States, European Union, and other jurisdictions. You agree to comply with all applicable export and import laws and shall not: (a) access or use the Service in any country or territory subject to comprehensive sanctions; (b) provide access to any person or entity on sanctions lists (including OFAC, UN, EU sanctions lists); (c) use the Service for any prohibited end use; or (d) export or re-export technical data from the Service in violation of applicable laws. You represent that you and your organization are not subject to sanctions or located in embargoed territories.

16. Governing Law and Dispute Resolution

16.1 Governing Law: These Terms shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC), United Arab Emirates, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

16.2 Jurisdiction: Any disputes arising from or related to these Terms or the Service shall be subject to the exclusive jurisdiction of the DIFC Courts. You irrevocably consent to the jurisdiction and venue of such courts and waive any objections based on inconvenient forum.

16.3 Limitation Period: Any claim or cause of action arising from these Terms or the Service must be filed within one (1) year after the claim arose, or such claim shall be permanently barred.

17. Changes to Terms

We reserve the right to modify, amend, or replace these Terms at any time in our sole discretion. Material changes will be notified by: (a) posting updated Terms with a revised "Last updated" date; (b) prominent notice within the Service; or (c) email notification to your registered email address. Your continued use of the Service after the effective date of changes constitutes binding acceptance. If you do not agree to revised Terms, your sole remedy is to terminate your account. We are not obligated to provide individual notice for non-material changes.

18. General Provisions

18.1 Entire Agreement: These Terms, together with the Privacy Policy and any incorporated documents, constitute the entire agreement between you and us, superseding all prior agreements and understandings.

18.2 Severability: If any provision is found unenforceable, the remaining provisions remain in full force, and the unenforceable provision shall be modified to the minimum extent necessary to make it enforceable.

18.3 No Waiver: Our failure to enforce any right or provision does not constitute a waiver of such right. Waivers must be in writing and signed by our authorized representative.

18.4 Assignment: You may not assign or transfer these Terms without our prior written consent. We may freely assign these Terms without restriction. Any unauthorized assignment is void.

18.5 No Third-Party Beneficiaries: These Terms do not create any third-party beneficiary rights.

18.6 Survival: Provisions that by their nature should survive termination shall survive, including but not limited to: Intellectual Property Rights, Limitation of Liability, Indemnification, Governing Law, and General Provisions.

19. Contact Information

For questions, notices, or requests regarding these Terms, contact us at:

natalabs L.L.C-FZ
Meydan Grandstand, 6th floor, Meydan Road, Nad Al Sheba, Dubai, U.A.E.
Email: hi@natalabs.com
Website: https://wherabout.com

Legal Notices: All legal notices, including termination notices, breach notifications, and formal complaints, MUST be sent to BOTH:

• Physical address: Meydan Grandstand, 6th floor, Meydan Road, Nad Al Sheba, Dubai, U.A.E.
• Email: hi@natalabs.com

Notices are deemed received: (a) when delivered if by hand; (b) three business days after mailing if by postal service; or (c) upon confirmed receipt if by email (both methods recommended for legal notices).