PayWise

TERMS OF SERVICE

PayWise Payroll & HR Platform

Effective Date: July 2, 2025 | Last Updated: July 2, 2025

SECTION 1 — DEFINITIONS

As used in these Terms of Service, the following terms have the meanings set forth below:

"PayWise" or "Service" means the PayWise payroll, HR, and workforce management software platform, including all web-based interfaces, mobile applications, APIs, and related services operated by Integrity Global Security, Inc.

"Company" or "We" or "Us" means Integrity Global Security, Inc., a Nevada corporation, doing business as PayWise.

"Customer" means any business entity or individual that creates an account and subscribes to the PayWise Service.

"User" means any individual who accesses or uses PayWise under a Customer account, including administrators, managers, and employees.

"Customer Data" means all data, content, and information submitted by Customer or Users to PayWise, including employee records, payroll data, tax information, and financial data.

"Subscription Plan" means the specific tier of service selected by Customer, as described on the PayWise pricing page.

"Confidential Information" means any non-public information disclosed by either party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information.

SECTION 2 — ACCEPTANCE OF TERMS

By registering for, accessing, or using PayWise, you and the entity you represent ("Customer") agree to be bound by these Terms of Service, our Privacy Policy, and any additional terms applicable to specific features of the Service. These Terms constitute a legally binding agreement between Customer and Integrity Global Security, Inc.

The individual accepting these Terms on behalf of a Customer represents and warrants that they have full legal authority to bind the Customer to these Terms. If you do not have such authority, you must not accept these Terms or use the Service.

We reserve the right to update these Terms at any time. We will notify you of material changes by email or through the Service at least 30 days before the changes take effect. Your continued use of PayWise after the effective date of changes constitutes acceptance of the revised Terms.

SECTION 3 — DESCRIPTION OF SERVICE

PayWise is a cloud-based payroll, human resources, and workforce management platform that provides the following core features depending on your Subscription Plan:

Payroll processing and calculation including federal, state, and local tax withholding
Employee onboarding and digital I-9 verification
Direct deposit file generation in NACHA/ACH format
Employee portal with pay stub access and self-service features
Time and attendance tracking including GPS-based clock-in/out
Scheduling and shift management
Invoicing and accounts receivable management
HR document management and policy distribution
Reporting and compliance tools
Client and contractor management

SECTION 4 — ACCOUNT REGISTRATION AND SECURITY

4.1 — Account Creation
To use PayWise, you must create an account and provide accurate, complete, and current information. You agree to update your account information promptly if it changes. You may not use false identities, impersonate others, or create accounts for purposes other than legitimate business use.

4.2 — Account Security
You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must immediately notify us at support@paywise.app if you suspect any unauthorized access to your account. We are not liable for any loss or damage arising from your failure to protect your account credentials.

4.3 — Employee Accounts
Customer is responsible for all employee accounts created under their subscription, for ensuring employees use the Service only as permitted, and for revoking access promptly when an employee's authorization ends.

SECTION 5 — SUBSCRIPTION PLANS AND FEES

5.1 — Subscription Fees
PayWise is offered on a subscription basis. Fees are charged monthly or annually as selected at signup. Current pricing is available at paywise.app/pricing and may be updated from time to time with 30 days advance notice to existing subscribers.

5.2 — Free Trial
We may offer a free trial period for new Customers. At the end of the trial, your subscription will automatically convert to a paid plan unless you cancel before the trial ends. No credit card is required to start a trial, but a valid payment method must be added before the trial ends to continue using the Service.

5.3 — Billing and Payment
Fees are billed in advance on a monthly or annual cycle. Payment is processed through Stripe, our third-party payment processor. By providing payment information, you authorize us to charge your payment method for all fees due. All fees are in U.S. dollars and are non-refundable except as expressly stated in these Terms.

5.4 — Late Payment
If payment fails, we will notify you by email. If payment is not received within 7 days of the due date, we may suspend your account. If payment is not received within 30 days, we may terminate your account and delete your data in accordance with our data retention policy.

5.5 — Plan Limits
Each Subscription Plan includes a maximum number of active employees. If you exceed your plan limit, you will be prompted to upgrade. We reserve the right to suspend the ability to add new employees until you upgrade to an appropriate plan.

5.6 — Refund Policy
All subscription fees are non-refundable. If you cancel your subscription, you will continue to have access to the Service until the end of your current billing period. We do not provide prorated refunds for unused portions of a subscription period. Exceptions may be made at our sole discretion in cases of documented billing errors.

SECTION 6 — CUSTOMER RESPONSIBILITIES

Customer accepts full responsibility for the following:

Providing accurate and complete employee, payroll, and company information to PayWise
Verifying all payroll calculations before submitting payments to employees
Uploading ACH/NACHA files to your bank to execute direct deposit payments — PayWise does not transmit funds
Filing all required federal, state, and local tax returns and making all required tax deposits on time
Complying with all applicable employment laws including the Fair Labor Standards Act, Nevada Revised Statutes, the IRS Code, and all state payroll tax regulations
Ensuring the accuracy of hours, wages, deductions, and all other payroll data entered into the system
Maintaining a valid ACH origination agreement with your financial institution
Retaining copies of payroll records as required by applicable law — federal law requires at least 3 years; Nevada requires at least 2 years
Completing I-9 Section 2 by physically examining employee identity documents before or by the employee's first day of work
Notifying PayWise promptly of any errors or discrepancies discovered in the Service

SECTION 7 — COMPLIANCE WITH NEVADA AND FEDERAL LAW

PayWise is designed to assist Customers in complying with payroll laws, but compliance is ultimately the Customer's responsibility. Customers must be aware of and comply with the following requirements applicable to Nevada employers:

Nevada minimum wage: $12.00 per hour (as of July 2024 per NRS 608.250) — no tip credit allowed
Nevada requires employees to be paid at least semi-monthly (NRS 608.060)
Overtime: Hours over 40 per week at 1.5x rate; for employees earning less than 1.5x minimum wage, daily overtime applies after 8 hours (NRS 608.140)
Nevada SUTA tax rates range from 0.25% to 5.40% on wages up to $41,800 (2025 taxable wage base)
Nevada has no state income tax — only federal income tax withholding is required
Workers' compensation insurance is required for employers with one or more employees
New hire reporting to the Nevada New Hire Reporting Center required within 20 days of hire
Employers with 50+ employees and 36+ months in business must comply with Nevada Employee Savings Trust requirements effective July 1, 2025
I-9 verification required for all new employees within 3 days of hire date
Federal payroll tax deposits must comply with IRS deposit schedules (monthly or semi-weekly based on lookback period)

SECTION 8 — DATA OWNERSHIP AND LICENSE

8.1 — Customer Data Ownership
Customer retains all ownership rights to Customer Data. PayWise does not claim any ownership interest in your employee data, payroll records, or any other information you input into the Service.

8.2 — License to PayWise
Customer grants PayWise a limited, non-exclusive, royalty-free license to access, process, store, and transmit Customer Data solely for the purpose of providing the Service. We will not use Customer Data for any purpose other than delivering and improving the Service.

8.3 — Data Export
Customer may export Customer Data at any time during the subscription. Upon cancellation, Customer has 30 days to export their data. After 30 days, we may delete Customer Data in accordance with our data retention schedule. We strongly encourage Customers to export and retain copies of all payroll records required by law before cancelling.

8.4 — Aggregated Data
We may use anonymized, aggregated, and de-identified data derived from Customer Data to improve the Service, conduct research, and generate industry benchmarks. This aggregated data will never identify any individual employee or Customer.

SECTION 9 — CONFIDENTIALITY

Each party agrees to maintain the confidentiality of the other party's Confidential Information and to use such information only for purposes of performing obligations under these Terms. Each party will protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care.

Confidential Information does not include information that: (a) is or becomes publicly known through no breach of these Terms; (b) was rightfully known before receipt from the disclosing party; (c) is independently developed without use of Confidential Information; or (d) must be disclosed by law or court order.

PayWise will maintain strict confidentiality of all employee personal information, payroll data, Social Security numbers, bank account information, and tax data. Access to Customer Data within PayWise is restricted to authorized personnel on a need-to-know basis.

SECTION 10 — INTELLECTUAL PROPERTY

PayWise and all content, features, functionality, software, code, designs, and interfaces are and will remain the exclusive property of Integrity Global Security, Inc. and its licensors. These Terms do not grant Customer any rights to the PayWise platform itself, its underlying technology, trademarks, or any intellectual property owned by the Company.

Customer may not copy, modify, distribute, sell, or lease any part of the PayWise platform, nor may Customer reverse engineer or attempt to extract source code from the Service, except as expressly permitted in writing by the Company.

SECTION 11 — DISCLAIMER OF WARRANTIES

PayWise does not warrant that tax calculations generated by the Service are complete, accurate, or compliant with all applicable laws. Tax laws change frequently and it is the Customer's responsibility to verify all calculations with a qualified tax professional. PayWise is a tool to assist with calculations — it is not a guarantee of compliance.

SECTION 12 — LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PAYWISE, INTEGRITY GLOBAL SECURITY, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY:

Indirect, incidental, special, consequential, or punitive damages
Loss of profits, revenue, data, goodwill, or business opportunities
Tax penalties, interest, or fines resulting from payroll errors
Costs of substitute services
Damages arising from unauthorized access to or alteration of Customer Data
Damages arising from failure of ACH/direct deposit transactions

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF PAYWISE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL PAYWISE'S TOTAL CUMULATIVE LIABILITY TO CUSTOMER EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY CUSTOMER TO PAYWISE IN THE THREE MONTHS IMMEDIATELY PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00).

SECTION 13 — INDEMNIFICATION

Customer agrees to defend, indemnify, and hold harmless PayWise, Integrity Global Security, Inc., and their officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorney's fees) arising out of or in any way connected with:

Customer's use of or access to the Service
Customer's violation of these Terms
Customer's violation of any applicable law, including payroll tax laws, employment laws, or immigration laws
Customer Data, including any claim that Customer Data infringes or violates the rights of any third party
Any payroll errors, tax penalties, or employment law violations that arise from incorrect data entered by Customer
Any failure by Customer to comply with I-9 verification requirements

SECTION 14 — TERM AND TERMINATION

14.1 — Term
These Terms are effective from the date Customer creates an account and continue until the subscription is terminated by either party.

14.2 — Termination by Customer
Customer may cancel their subscription at any time through the account settings or by contacting support@paywise.app. Cancellation takes effect at the end of the current billing period.

14.3 — Termination by PayWise
We may suspend or terminate Customer's access to the Service immediately and without notice if: (a) Customer breaches these Terms; (b) Customer fails to pay fees when due; (c) we reasonably believe Customer is using the Service for unlawful purposes; or (d) we are required to do so by law.

14.4 — Effect of Termination
Upon termination, Customer's right to use the Service ceases immediately. Customer has 30 days to export their data before it is deleted. Sections 8, 9, 10, 11, 12, 13, 15, 16, and 17 survive termination of these Terms.

SECTION 15 — DISPUTE RESOLUTION

15.1 — Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Nevada, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

15.2 — Informal Resolution
Before initiating any formal dispute, the parties agree to attempt to resolve the dispute informally by contacting the other party in writing and attempting to negotiate a resolution in good faith for at least 30 days.

15.3 — Binding Arbitration
If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in Clark County, Nevada. Judgment on the arbitration award may be entered in any court of competent jurisdiction.

15.4 — Class Action Waiver
Customer agrees that any dispute resolution proceedings will be conducted only on an individual basis and not as a class, consolidated, or representative action. Customer waives any right to participate in a class action lawsuit or class-wide arbitration.

15.5 — Exceptions
Either party may seek emergency injunctive relief in the state or federal courts of Clark County, Nevada to prevent irreparable harm pending arbitration. Nothing in this section limits either party's right to seek provisional remedies in a court of competent jurisdiction.

SECTION 16 — GENERAL PROVISIONS

16.1 — Entire Agreement
These Terms, together with the Privacy Policy and any applicable Order Forms or Subscription Agreements, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements, representations, and understandings.

16.2 — Severability
If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

16.3 — Waiver
No waiver of any term or condition shall be deemed a further or continuing waiver of such term or condition. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

16.4 — Assignment
Customer may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets. These Terms bind and benefit the parties and their permitted successors and assigns.

16.5 — Force Majeure
Neither party shall be liable for delays or failures in performance resulting from causes beyond their reasonable control, including natural disasters, acts of government, labor disputes, internet outages, or other force majeure events.

16.6 — Notices
All legal notices to PayWise must be sent in writing to: Integrity Global Security, Inc., 7575 W. Washington Ave., Suite 127-365, Las Vegas, NV 89128, or by email to legal@paywise.app. We will send notices to the email address associated with your account.

SECTION 17 — CONTACT INFORMATION

This Terms of Service document is not legal advice. PayWise recommends that Customers consult a qualified attorney regarding their specific obligations.

© 2025 Integrity Global Security, Inc. d/b/a PayWise. All rights reserved.