Hannah Terms of Service
These Terms of Service (the “Terms”) are an agreement between CWS Software (“CWS,” “we,” “us”) and the organization that signs up for Hannah (“Customer,” “you”). The person who signs up represents that they are authorized to accept these Terms on the organization’s behalf. By creating an account, starting a free trial, or using Hannah, Customer agrees to these Terms.
1. The Service
Hannah is an AI-powered HR information assistant that generates answers to employee questions using the HR policies, handbooks and other reference materials Customer uploads or authorizes (the “Service”). Customer may use Hannah only for its own workforce, through employees and other users authorized by Customer (“Users”). Where enabled, Users may also view their own information. Hannah supplies informational responses; it does not approve requests, establish or amend policies, make employment decisions or bind Customer to any employment commitment.
2. Accounts
2.1 Account information. Customer must provide accurate information and maintain it.
2.2 User administration. Customer determines which Users may access Hannah through its roster, is responsible for managing permissions and removing access promptly when no longer appropriate, and is responsible for Users’ activity to the extent permitted by law.
2.3 Authentication. Users sign in using one-time codes sent to their email address or phone number. Customer must promptly notify CWS about known unauthorized account access or use.
2.4 Business use. The Service is intended for business use by Customer’s own workforce and not for resale or access by unrelated organizations.
2.5 Administrator access. Customer’s designated administrators can view individual employee questions and Hannah’s corresponding answers. Customer is responsible for informing its Users about such access and for using conversation information in compliance with applicable law and its own policies.
3. Free Period, Free Trial and Subscription
3.1 Initial free period. When Customer signs up, the account owner may use Hannah alone without a payment method for seven (7) days. If no payment method is added during that period, the account may be closed and its content scheduled for deletion in accordance with Section 4.7. CWS will send an email notice before account closure.
3.2 Free trial. Adding other Users requires a payment method. Adding a payment method starts a thirty (30)-day free trial immediately, even if the initial seven-day period has not ended. No subscription charge is made during this trial.
3.3 Trial conversion. Unless Customer cancels before the thirty-day trial ends, a paid subscription begins automatically when the trial expires, and the payment method on file is charged for the selected plan at the price disclosed during enrollment.
3.4 Plans and limits. Plans are billed monthly or annually and priced by workforce size, as described at plan selection. Applicable User limits and other plan features are stated in the selected plan.
3.5 Renewal. Paid subscriptions renew automatically for the same monthly or annual billing period unless canceled before renewal. Renewal charges are based on the applicable plan price, subject to Section 3.7.
3.6 Cancellation and refunds. Customer may cancel in its account billing settings or by contacting CWS. Cancellation during the free trial prevents a subscription charge. Cancellation after a paid period begins takes effect at the end of the then-current paid billing period; Customer retains Service access through that period. Except where required by applicable law or expressly agreed in writing, CWS does not issue refunds or credits for unused portions of paid subscription periods.
3.7 Price changes. CWS may change prices for future subscription periods with at least thirty (30) days’ advance notice before the new price applies to Customer.
3.8 Taxes. Prices exclude applicable sales, use or similar taxes, other than taxes on CWS’s net income; Customer is responsible for applicable taxes.
3.9 Payment processor. Subscription payments are processed by Stripe. Customer authorizes recurring charges as described in the enrollment flow and these Terms. If payment fails, CWS may retry the charge and may suspend access following unsuccessful collection, subject to applicable law.
4. Your Data
4.1 Ownership and scope. As between the parties, Customer retains its rights in HR documents, employee roster and other information Customer or Users provide to Hannah, employee questions, chat histories, and the corresponding AI-generated answers (collectively, “Customer Data”), except for the underlying Service technology and CWS intellectual property. Customer grants CWS a limited right to process Customer Data as described below.
4.2 Permitted processing and restrictions. Customer instructs CWS to host, store, copy, transmit, retrieve, display and otherwise process Customer Data solely as reasonably necessary to provide, maintain, authenticate access to, secure, troubleshoot and support Hannah; provide AI-assisted responses based on Customer-authorized materials; retain authorized conversation history and enable administrator access; fulfill legal obligations; and perform activities expressly authorized by Customer. CWS will not sell Customer Personal Data, use it for unrelated advertising, or use Customer Data to train AI models. CWS will not retain, use or disclose Customer Personal Data outside the direct business relationship except as permitted by these Terms and applicable law.
4.3 AI Processing and Third-Party Service Providers. Hannah uses third-party service providers, including artificial intelligence providers, to process Customer Data as necessary to deliver the Service. This processing may include transmitting uploaded reference documents, employee questions, and relevant document excerpts to AI providers. CWS's use of such providers is further described in the Hannah Privacy Notice and Subprocessor List.
4.4 Employee data and notices. Customer determines what employee information to submit and represents that it has the authority to provide it and has delivered required notices and obtained required consents. Customer is responsible for notifying Users that designated Customer administrators can view their individual questions and answers. Customer determines the lawful basis and permissible purposes for its use of employee conversations.
4.5 Content restrictions. Hannah is intended for general HR policies, employee handbooks and other non-confidential reference materials. Customer must not intentionally upload individual employees’ sensitive personnel records, such as medical records, government identification numbers, disciplinary files or other sensitive employee-specific records, unless CWS expressly permits the relevant category in writing. Users should avoid including unnecessary sensitive personal information in questions. CWS cannot guarantee Users will not submit such information.
4.6 Confidentiality, security and incidents. CWS will limit access to Customer Personal Data to authorized personnel with a legitimate business need who are subject to appropriate confidentiality obligations. CWS will maintain reasonable administrative, technical and organizational safeguards appropriate to the nature of Customer Personal Data and processing risks, including appropriate access controls, protection of data in transit and at rest, security-event handling, vulnerability remediation and backup safeguards, as applicable to Hannah’s verified implementation. CWS will notify Customer without undue delay after becoming aware of a confirmed security incident involving Customer Personal Data, provide reasonably available information about its nature and mitigation, and reasonably cooperate with Customer’s legally required response, subject to applicable law.
4.7 Retention, export and deletion. Hannah retains employee conversation history while Customer’s account remains active, unless earlier deletion is required by applicable law. Customer may request an export of its available employee chat history by contacting CWS; export is provided through a CWS-assisted process rather than a self-service feature, subject to reasonable identity and authorization verification, applicable law and technical format limitations. Customer should request any export before account closure and before the deletion process is completed. Following termination or closure of Customer’s account, CWS will delete Customer Data from active production systems and applicable service logs, and cause deletion by applicable subprocessors acting on CWS’s behalf, within thirty (30) days, except to the extent retention is legally required. Residual Customer Data in CWS-controlled disaster-recovery backups will be protected and deleted through automatic backup expiration no later than one hundred eighty (180) days after account termination or closure, except where longer retention is legally required. Backups will not be used for routine operations; if restored, previously deleted Customer Data will remain subject to applicable deletion requirements.
4.8 Privacy documentation and roles. CWS’s handling of personal information is further described in the Hannah Privacy Notice at https://creativeworkforce.ai/privacy. For Customer Personal Data processed on Customer’s behalf, Customer generally determines the purposes and means of processing and is the controller or business; CWS generally acts as processor or service provider, as applicable under U.S. privacy law. CWS may independently process account, payment, security and legal-compliance information where law permits, as explained in its privacy notice. Sections 4.1–4.13 are intended to provide the parties’ applicable U.S. data-processing terms without a separate data processing addendum. To the extent mandatory privacy-law provisions require a different result, those requirements control.
4.9 Customer instructions and compliance. Customer is responsible for having a lawful basis for its use of Hannah; providing required notices to employees and other Users; obtaining any required consents; maintaining authorized, accurate reference materials; and responding to individuals’ rights requests as the relevant employer or controller. CWS will process Customer Personal Data in accordance with Customer’s documented instructions reflected in these Terms and lawful Customer configuration or requests, except as otherwise required by applicable law. Where legally required, CWS will inform Customer if an instruction violates applicable data-protection law.
4.10 Subprocessor authorization and changes. Customer generally authorizes CWS to engage subprocessors to provide Hannah. CWS will maintain an up-to-date public Subprocessor List at https://creativeworkforce.ai/subprocessors and impose appropriate written privacy and confidentiality obligations on subprocessors processing Customer Personal Data on CWS’s behalf; CWS remains responsible for their performance to the extent required by law. CWS will email Customer’s designated account administrator at least fifteen (15) days before adding or replacing a subprocessor that processes Customer Personal Data, except where an earlier change is reasonably needed for security, legal compliance or continuity, in which case notice will be given as soon as reasonably practicable. Customer may object in writing within ten (10) days after notice on reasonable, documented data-protection grounds. The parties will seek a good-faith resolution; if none is reasonably available, Customer may terminate the affected Service.
4.11 Privacy rights assistance. Taking account of the nature of processing and information reasonably available to it, CWS will reasonably assist Customer with legally required requests to access, export, correct or delete Customer Personal Data and with applicable security, privacy-impact assessment, regulatory consultation and breach-response duties. Customer will normally receive and assess employee requests in its capacity as employer or controller. CWS may verify the authorization of a requestor and may coordinate the scope, method and reasonable costs of assistance with Customer, to the extent permitted by applicable law.
4.12 Compliance information and legally required reviews. Upon reasonable request, CWS will make available information reasonably necessary to demonstrate compliance with applicable processor or service-provider obligations, subject to confidentiality, security and the protection of other customers’ information. Where applicable law requires an audit or assessment right, the parties will use a proportionate process, ordinarily beginning with relevant policies, summaries or independent reports and escalating only as legally necessary and under appropriate safeguards. CWS will notify Customer where required by law if it can no longer meet applicable privacy obligations, and the parties will cooperate on legally required remediation.
4.13 Sensitive data, deletion instructions and mandatory protections. Customer must not instruct CWS to process data prohibited by Section 4.5. Where applicable U.S. privacy law imposes additional contractual requirements concerning restrictions on use, individual rights, subprocessor agreements, deletion, confidentiality, safeguards, or cooperation, the parties will comply with those mandatory requirements notwithstanding any inconsistent term. Except for duties that cannot legally be limited, liabilities under this Section 4 remain subject to Section 11.
5. AI Answers
5.1 AI limitations. Hannah generates answers using artificial intelligence based on Customer-provided reference materials. Responses may be inaccurate, incomplete, misleading, outdated or unsupported by those materials. Hannah is designed to use Customer-authorized materials as reference sources, but CWS does not guarantee that each statement in an answer is accurate or fully supported. Customer’s authoritative policies and applicable law prevail over any Hannah response.
5.2 No professional advice or decisions. Hannah does not provide legal, tax, financial or medical advice, and it is not a substitute for Customer’s HR staff or professional advisers. Hannah does not make legally binding determinations about employee eligibility, rights, compensation, leave, accommodations, disciplinary action or other employment matters.
5.3 Translations. Translated answers are furnished for convenience. If a translation conflicts with the applicable original Customer document, that original document controls, subject to applicable law.
5.4 Customer responsibility. Customer is responsible for ensuring that the uploaded documents are accurate, current, lawful, appropriately authorized and mutually consistent. Customer and its personnel must independently verify relevant information before relying on an answer to take action affecting an employee. Users should be directed to the appropriate HR contact when the response is uncertain or important to employment rights.
6. Acceptable Use
Customer and Users must not:
- upload materials they lack the right to disclose, or unlawful or infringing content;
- upload sensitive employee-specific records contrary to Section 4.5;
- use Hannah to make or automate employment decisions without legally required human review;
- probe security, access another customer’s data, interfere with performance or circumvent access controls;
- use crafted instructions or other techniques to bypass document and access restrictions or expose protected information;
- copy, resell, reverse engineer or use Hannah to develop a competing service, except where applicable law prohibits such restrictions; or
- use the Service to send unlawful spam or unsolicited communications.
7. Our Property and Feedback
CWS retains all rights in Hannah, including its software, underlying models or integrations as licensed to CWS, designs, trademarks and documentation. Customer receives a limited, nonexclusive, nontransferable right to use the Service during its active subscription in accordance with these Terms. Customer retains its rights in Customer Data under Section 4. If Customer provides suggestions or feedback, CWS may use them without payment or other obligation, but may not disclose Customer’s confidential information except as these Terms permit.
8. Third-Party Services
If Customer connects Hannah to services such as Slack or Microsoft Teams, use of those services remains subject to their separate terms, and Customer authorizes the exchange of data reasonably necessary to operate the enabled integration. Customer is responsible for the integrations it chooses to enable.
9. Suspension and Termination
9.1 Customer cancellation. Customer may cancel its subscription as provided in Section 3.6. Account closure and data disposition are addressed in Section 4.7.
9.2 CWS action. CWS may suspend or terminate access for material breach remaining uncured ten (10) days after written notice, for overdue payment, or immediately where reasonably necessary to protect service security, other customers, or compliance with law. Where feasible and appropriate, CWS will notify Customer of a suspension and the steps needed to restore access.
9.3 Survival. Sections 4 (to the extent necessary for post-termination data handling and confidentiality), 5, 7, 10, 11, 12 and 14, together with accrued payment obligations and any provisions that by their nature should survive, continue after termination.
10. Warranties and Disclaimers
EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CWS DOES NOT WARRANT THAT HANNAH WILL MEET CUSTOMER'S REQUIREMENTS OR THAT THE OPERATION OF HANNAH WILL BE UNINTERRUPTED OR ERROR-FREE.
HANNAH IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR WARRANTIES OF ACCURACY, TIMELINESS, OR COMPLETENESS.
CUSTOMER ASSUMES THE RISK ASSOCIATED WITH THE QUALITY, PERFORMANCE, AND RESULTS OF USING HANNAH, SUBJECT TO CWS'S EXPRESS OBLIGATIONS UNDER THIS AGREEMENT.
FOR CLARITY, THE FOREGOING WARRANTY DISCLAIMERS DO NOT ELIMINATE OR MODIFY CWS'S EXPRESS INTELLECTUAL PROPERTY INDEMNIFICATION OBLIGATIONS UNDER SECTION 12, WHICH REMAIN SUBJECT TO THE LIMITATIONS OF LIABILITY IN SECTION 11.
11. Limitation of Liability
11.1 General limitation. To the maximum extent permitted by applicable law, neither party will be liable for indirect, incidental, special, consequential or punitive damages, or lost profits, revenue or data, except to the extent such exclusion is prohibited by applicable law. Except for claims arising from free-trial use as provided in Section 11.2 and liability that cannot be limited under applicable law, CWS’s aggregate liability arising from or relating to the Service or these Terms, including its IP indemnification obligations under Section 12 and all associated defense costs, settlements and judgments, under any theory of liability, will not exceed the greater of (a) subscription fees paid to CWS by Customer during the twelve (12) months preceding the event giving rise to the claim or (b) US $2,000.
11.2 Free trial. For use during a free trial or other no-fee evaluation period, the Service is provided “AS IS,” without warranties, service-level commitments or CWS indemnification obligations, and CWS’s aggregate liability for claims arising from such use will not exceed US $100, to the maximum extent permitted by law.
11.3 Non-excludable liability. Nothing in this Agreement limits liability that cannot be limited under applicable law.
12. Indemnification
Subject to Section 11 and applicable law, Customer will defend and indemnify CWS against third-party claims arising from Customer Data provided by Customer, Customer’s or Users’ breach of Section 6, or unlawful use of the Service. For paid subscriptions only, CWS will defend and indemnify Customer against third-party claims alleging that the unmodified Service, as supplied by CWS and used in accordance with these Terms, infringes a third party’s intellectual property rights. CWS has no obligation for claims caused by (a) Customer Data or other Customer-provided content, (b) modifications not made or authorized by CWS, or (c) combination with third-party products or services not provided or authorized by CWS, where the claim would not have arisen without such combination. If an infringement claim arises or is likely, CWS may, at its option, modify the Service to avoid infringement, replace the affected functionality with materially equivalent non-infringing functionality, or terminate the affected subscription and refund prepaid fees for the unused portion of the affected term. These measures and the indemnification expressly provided here are Customer’s sole and exclusive remedies for covered IP infringement claims, to the extent permitted by law. CWS’s obligations and liability for covered IP infringement claims, including defense costs, settlements and judgments, are subject to and count toward the single aggregate general liability cap in Section 11.1, and do not create any additional or separate liability limit. No CWS indemnity applies to free-trial use.
13. Changes to These Terms
CWS may update these Terms and will provide at least thirty (30) days’ advance notice of material changes by email or through the Service. Continued use after an updated version takes effect constitutes acceptance to the extent permitted by law. CWS maintains records of the versions accepted by Customer and will provide a copy upon request.
14. General
14.1 Governing law and venue. New Jersey law governs these Terms, without regard to conflict-of-laws rules. Subject to applicable law, the state and federal courts serving Morris County, New Jersey have exclusive jurisdiction over disputes relating to these Terms.
14.2 Notices. CWS sends notices to the email address of Customer’s account owner. Customer may send notices to support@cws-software.com.
14.3 Assignment. Neither party may assign these Terms without the other’s consent, except as part of a merger, acquisition or sale of substantially all relevant business assets, subject to applicable law.
14.4 Force majeure. Neither party is responsible for delay caused by events beyond its reasonable control, except that this provision does not excuse payment obligations already due.
14.5 Entire agreement and priority. These Terms, the plan details and any mutually signed order form constitute the agreement regarding the Service, together with any expressly incorporated DPA. If a provision is unenforceable, the remainder remains effective. Failure to enforce a provision is not a waiver.
15. SMS Terms & Conditions
Hannah uses SMS exclusively to deliver one-time authentication codes to Users who choose phone-based authentication. Hannah does not send marketing or other SMS messages. Message frequency depends on login activity. Message and data rates may apply. Customer is responsible for providing valid contact information and ensuring any legally required permissions or notices for employee authentication messaging are in place. Users may contact support@cws-software.com for assistance with authentication messages.
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