TimePlate Proof of Concept / Evaluation Agreement

Last updated: 2026-10-12 · Version 1.0.0

[placeholder] before issue. Purpose. A short, low-commitment agreement that lets a prospective enterprise customer evaluate TimePlate before a full rollout. It is deliberately narrower than the MSA and creates no obligation to purchase.

1. Parties and purpose

This Proof of Concept / Evaluation Agreement (the "Agreement") is between SlashHub Limited ("SlashHub") and [Customer Ltd] ("Customer") and governs the Customer's evaluation of the TimePlate workforce-management service (the "Service") during the Evaluation Period for the purpose of assessing whether to enter into a paid subscription.

2. Evaluation period and scope

Field	Value
Evaluation period	`[start]` to `[end]` (up to `[30/60/90]` days)
Environment	`[sandbox / trial production]`
Stores / employees (max)	`[n]` / `[n]`
Modules in scope	`[attendance, scheduling, leave, payroll-MPF (compute only), IR56 (compute only), kiosk, face/GPS (opt-in)]`
Named SlashHub contact	`[name, email]`
Named Customer contact	`[name, email]`
POC fee	`[HK$0 / HK$amount, non-refundable]`

3. Evaluation licence

3.1 Subject to this Agreement, SlashHub grants the Customer a limited, non-exclusive, non-transferable, revocable licence to use the Service during the Evaluation Period for internal evaluation only. The Customer may not use the Service for production payroll, live employee payments, or any commercial purpose, unless the parties sign a paid Order Form.

3.2 The Customer may not (a) resell or provide the Service to third parties; (b) reverse-engineer or extract source code, model weights or data; (c) benchmark publicly without SlashHub's consent; or (d) exceed the scope in clause 2.

4. Data and privacy

4.1 The Customer should use test or synthetic data wherever possible. If the Customer uses real employee data, the DPA applies and the Customer remains the data user (PDPO) responsible for all notices, consents and lawfulness, exactly as in production.

4.2 The Customer is responsible for any biometric or location data it enables during the evaluation and must obtain the required explicit consents and provide a non-biometric alternative.

4.3 On expiry or termination, SlashHub will delete the evaluation data on written request or after the retention period, as described in the DPA.

5. Support during evaluation

5.1 SlashHub will provide best-effort support through the named contact during business hours. The SLA does not apply to the evaluation. Evaluation features may be beta and may change or be withdrawn.

6. Fees and conversion

6.1 Any POC fee in clause 2 is non-refundable and is payable [on signature / on completion]. It is [not / fully] creditable against the first paid subscription.

6.2 No obligation to buy. This Agreement creates no obligation to purchase. Any purchase is governed by a separate Order Form under the MSA. Nothing auto-converts to a paid plan.

7. Confidentiality

The parties will keep each other's confidential information confidential and use it only for the purpose of this Agreement. If the parties have signed a mutual NDA, that NDA governs and prevails.

8. Feedback

Feedback the Customer provides may be used by SlashHub without restriction or obligation.

9. Intellectual property

SlashHub retains all rights in the Service. The Customer retains rights in its own data and any evaluation materials it creates. SlashHub does not acquire any rights in the Customer's data.

10. No warranty; liability

10.1 THE SERVICE IS PROVIDED "AS IS" FOR EVALUATION, WITHOUT WARRANTY OF ANY KIND, including that it will be uninterrupted, error-free, or that outputs (payroll/MPF/tax figures) will be accurate. The Customer must not rely on evaluation outputs for any statutory or consequential purpose.

10.2 To the maximum extent permitted by law, each party's total aggregate liability under this Agreement is limited to HK$1,000 (or the POC fee paid, whichever is greater), and neither party is liable for indirect or consequential loss. Nothing limits liability that cannot lawfully be limited (including under the Control of Exemption Clauses Ordinance (Cap. 71)).

11. Term and termination

11.1 This Agreement runs for the Evaluation Period and may be extended by written agreement.

11.2 Either party may terminate this Agreement at any time on [5] business days' written notice. Clauses 4, 7, 9, 10, 11 and 13 survive termination.

12. Success criteria and decision

#	Success criterion	Target
1	Attendance/scheduling working for `[n]` staff	Achieved
2	Payroll/MPF compute matches the Customer's sample within `[tolerance]`	Achieved
3	Kiosk/biometric flow acceptable to staff	Achieved
4	Migration effort acceptable	Achieved

Decision date: [date]. If the criteria are met, the parties may proceed to an Order Form under the MSA.

13. Governing law and dispute resolution

13.1 This Agreement is governed by the laws of the Hong Kong SAR. The UN Convention on Contracts for the International Sale of Goods does not apply.

13.2 Any dispute arising out of or in connection with this Agreement shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The seat is Hong Kong, the number of arbitrators is one, and the language is English. The award is final and binding.

13.3 Either party may seek interim or injunctive relief from a court of competent jurisdiction (including to protect intellectual property or confidential information).

14. General

This Agreement (with any signed NDA) is the entire agreement for the evaluation and supersedes prior discussions. It creates no agency, partnership or employment relationship, and no third-party rights (the Contracts (Rights of Third Parties) Ordinance (Cap. 623) is excluded). It may be signed electronically.

Signature block

	SlashHub Limited	Customer
Name
Title
Signature
Date