Effective: [DATE] | Version: 6.0
“NQuy” or “we” means [COMPANY NAME], the operator of the NQuy platform. “Customer” or “you” means the individual or organisation using NQuy’s services. “Service” means the NQuy platform, document generation tools, HR template library, NQuy Workplace Policies, NQuy Compliance Helper, and all related features, as may be modified from time to time in accordance with Section 3.3. “Plan” means the service tier you have selected (Essential, Complete, Enterprise, or Custom). “Generated Documents” means the compliance documents produced by the NQuy platform from the information you provide. “Compliance Helper” means the NQuy compliance support tool that provides step-by-step procedural guidance based on your Generated Documents and NQuy Workplace Policies. “Employee Count” means the total number of employees at the business for which the Service is used, as declared by you in your NQuy account. “NQuy Workplace Policies” means the workplace policy documents made available to subscribers as part of the Complete, Enterprise, or Custom Plans.
2.1 By using NQuy — including by accessing the demo — you agree to these Terms of Service and our Privacy Policy. If you use NQuy on behalf of an organisation, you confirm that you have authority to bind that organisation to these Terms.
2.2 NQuy is a business-to-business service designed for employers. By using NQuy, you confirm and warrant that: (a) you are using the Service in your capacity as an employer, business owner, manager, or authorised representative of a business, whether or not that business is formally registered as a legal entity; (b) you are using the Service for employment or business purposes and not as an individual consumer for personal use; and (c) these Terms constitute a commercial contract between NQuy and you (or the business you represent). NQuy is not a consumer service. If you are seeking to use NQuy for any purpose other than managing your obligations as an employer, you are not permitted to use the Service.
2.3 These Terms apply to all use of the Service, including demo access. By accessing the demo, you accept these Terms in full.
3.1 What NQuy is: NQuy is a rules-based Vietnamese employer compliance platform. NQuy generates employment compliance documents from the information you provide, using document structures derived from the Labour Code 2019 (Law No. 45/2019/QH14) and its implementing decrees. Documents are generated in Vietnamese — the only version with legal effect under Vietnamese law — together with a parallel translation in one of the principal foreign investment languages supported by the platform (currently English, Korean, Japanese, and Chinese (Simplified and Traditional)).
3.2 What NQuy is not: NQuy is not a law firm. NQuy does not provide legal advice. NQuy does not give opinions on what you should do in any specific situation. NQuy does not assume any of the employer’s statutory obligations under Vietnamese labour law. The employer retains full responsibility for compliance with Vietnamese labour law at all times.
3.3 Changes to the Service: NQuy may modify, update, improve, or discontinue any feature or part of the Service at any time. Where a change materially reduces the core functionality of your Plan, NQuy will use reasonable efforts to give you at least 30 days’ notice before the change takes effect. NQuy shall not be liable to you for any modification, suspension, or discontinuation of any feature or part of the Service.
4.3.1 You warrant that the Employee Count declared in your account accurately reflects the total number of employees at the business for which the Service is used. You must update your Employee Count within 7 days of any change.
4.3.2 NQuy may, at any time and at its sole discretion, request that you provide evidence of your actual Employee Count. Such evidence should show the total headcount only and must not include the personal data of individual employees. Acceptable evidence includes, for example, a written declaration signed by the authorised representative of the business, or the summary page of a social insurance registration showing the number of registered employees (with individual names and identification numbers redacted). You must provide such evidence within 14 days of the request.
4.3.3 If NQuy determines that your actual Employee Count exceeds the count declared in your account, NQuy may: (a) immediately adjust your billing to reflect the correct Employee Count; and (b) issue a back-billing invoice for the difference between the fees you paid and the fees that would have been payable at the correct Employee Count, calculated from the date of the under-declaration or, if that date cannot be determined, from the start of the subscription (i.e. the first day on which you commenced the relevant Plan). Such invoice is payable within 14 days of issue.
4.3.4 Persistent or deliberate under-declaration of Employee Count constitutes a breach of these Terms and may result in immediate suspension or termination under Section 16.
If you purchased the Essential Plan and subsequently subscribe to Complete or Enterprise, your existing Generated Documents become the foundation on which the Compliance Helper operates. The Essential Plan purchase is a separate transaction and is not credited against your subscription fees.
Prices may change. Price changes do not affect the current billing period — they apply from the next billing period only. We will notify you of price changes at least 30 days in advance.
5.1 Complete and Enterprise Plans require an account. You are responsible for maintaining the security of your login credentials. NQuy uses passwordless login (magic link) via email — you must ensure your registered email is secure. If you discover unauthorised access, please contact us immediately.
5.2 One account per business entity: Each NQuy account and subscription is licensed for use by a single legal entity or, in the case of an unregistered business, a single employer (the business identified in the account). Each separate legal entity — including subsidiaries, affiliates, branch offices, and related companies — requires its own NQuy account and subscription. A holding company or parent entity may not use a single account to generate documents or access the Compliance Helper for multiple legal entities or employers.
6.1 Permitted use:
6.2 Prohibited use:
6.3 Additional internal policies: You may create your own additional internal policies, procedures, or rules for your business. However, any such documents must be created as separate, standalone documents and must not be incorporated into, appended to, or merged with any Generated Document or NQuy Workplace Policy. Any additional documents you create are entirely outside the scope of the Service. NQuy does not review, verify, or accept any responsibility for content you create yourself.
7.1 NQuy’s ownership: The NQuy platform, source code, design, document template structures, Compliance Helper content, NQuy Workplace Policies, and the NQuy brand are the property of [COMPANY NAME] and are protected under Vietnamese intellectual property law.
7.2 Your rights: Generated Documents are licensed to you for your lawful internal business purposes at the business for which they were generated. You may not sell, license, distribute, or make available NQuy’s template structures, NQuy Workplace Policies, or any content derived from the Compliance Helper to any third party.
8.1 Nature of the Service: The NQuy Compliance Helper is a rules-based compliance support tool. It is operated by NQuy, a technology platform. NQuy is not a law firm. The Compliance Helper does not provide opinions, suggestions, or recommendations on how to handle any specific situation. The Compliance Helper states what the applicable law provides and identifies the relevant NQuy templates and NQuy Workplace Policies.
8.2 Scope: The Compliance Helper operates within the scope of the Internal Labour Regulations, NQuy Workplace Policies, and other documents generated for your business through the NQuy platform. It does not give opinions on what you should do. It states what the applicable law provides and identifies the relevant NQuy templates and policies. The Compliance Helper is available via web, Zalo, and WhatsApp for Complete, Enterprise, and Custom Plans.
8.3 Integrated documents: The Compliance Helper operates on the basis of the documents and policies generated for your business through the NQuy platform. The Compliance Helper can only provide accurate guidance when the documents are used in their original, unmodified form as generated by NQuy. If you use documents from another source, or documents that have been modified in any way, the Compliance Helper cannot ensure the accuracy of its guidance. The consequences of modification are set out in Section 6.
8.4 Technology disclosure: NQuy uses artificial intelligence in the operation of the Compliance Helper and its document generation systems. All outputs are generated entirely by automated systems. Individual documents generated for your business are not reviewed, checked, or approved by any person before delivery. AI may produce errors. NQuy has not been tested, certified, or accredited by any regulatory body or professional standards authority as equivalent to the professional judgement of a lawyer. You may wish to consult an independent lawyer at any time.
8.5 Your responsibility: All decisions made on the basis of Compliance Helper outputs, NQuy Workplace Policies, and template content are the employer’s decisions and the employer’s responsibility. NQuy does not assume any of the employer’s statutory obligations under Vietnamese labour law. The employer retains full responsibility for compliance at all times.
9.1 Availability: NQuy may offer limited demo access to the Compliance Helper. Demo access is limited to a fixed number of queries and requires a valid email address.
9.2 Terms apply to demo: These Terms of Service apply in full to your use of the demo. By accessing the demo, you accept these Terms.
9.3 Watermarked outputs: All documents and transcripts generated through demo access are watermarked and marked “SAMPLE ONLY — NOT FOR COMPLIANCE USE.” Demo outputs must not be used for actual employment compliance, DOLISA registration, or any administrative or other purpose.
9.4 Marketing consent: By providing your email address for demo access, you consent to NQuy contacting you about the Service, including by email newsletter and marketing communications. You may unsubscribe from marketing communications at any time by using the unsubscribe link included in every email or by contacting us. Your data will be processed in accordance with our Privacy Policy.
10.1 Service provided “as is”: NQuy provides the Service on an “as-is” basis. We take reasonable steps to ensure that Generated Documents reflect the current state of Vietnamese labour law, but we do not warrant that the documents are suitable for every specific circumstance of your business.
10.2 Per-claim cap: NQuy’s maximum liability in respect of any single claim or series of connected claims arising from the Service shall not exceed the total amount you have paid to NQuy in the 12 months immediately preceding the event giving rise to the claim.
10.3 Annual aggregate cap: NQuy’s total aggregate liability to all customers for all claims of any kind arising from the Service in any 12-month period shall not exceed VND 500,000,000 (five hundred million Vietnamese Dong). This aggregate cap applies across all customers, all Plans, and all causes of action in the relevant 12-month period. If total claims in any 12-month period exceed this cap, each claimant’s recovery shall be reduced proportionately.
10.4 Indirect loss: NQuy shall not be liable for any indirect, special, incidental, or consequential loss or damage, including loss of profit, loss of data, loss of contracts, loss of goodwill, regulatory fines or penalties imposed on the Customer, or business interruption, however caused.
10.5 Your information: You are responsible for ensuring that the information you provide to NQuy is accurate, complete, and up to date. NQuy is not responsible for documents generated from inaccurate information.
10.6 Modified documents: NQuy accepts no liability whatsoever in respect of any Generated Document or NQuy Workplace Policy that has been modified in any way by you or any third party after generation. The compliance of Generated Documents is warranted only in their original, unmodified form as produced by the NQuy platform. Any modification automatically and immediately terminates NQuy’s responsibility for that document. The Compliance Helper operates on the basis of the original content — if a document has been modified, the Compliance Helper’s guidance may no longer accurately reflect your documents as registered or in use, and NQuy accepts no responsibility for any consequences arising from this discrepancy. The indemnity and termination provisions in Section 6 apply.
10.7 Technology limitations: NQuy uses artificial intelligence in the operation of its platform. All outputs are generated entirely by automated systems and are not reviewed by any person before delivery. AI may produce errors. NQuy is not responsible for any decision you make on the basis of documents or guidance generated by the platform.
10.8 Employer’s statutory obligations: NQuy provides tools and information to support compliance with Vietnamese labour law. NQuy does not assume any of the employer’s statutory obligations. The employer retains full responsibility for compliance at all times, regardless of whether the employer uses NQuy’s Service.
10.9 Exclusions from limitation: Nothing in these Terms excludes or limits NQuy’s liability for fraud or for any other liability that cannot lawfully be excluded or limited under Vietnamese law.
Essential Plan: No refunds. If a technical error renders the Generated Documents unusable, NQuy will reissue the documents within a reasonable period at no additional charge. NQuy’s sole obligation in respect of defective documents is to reissue them.
Complete / Enterprise Plans: You may cancel at any time — the Service continues until the end of the current billing period. No refunds or credits are issued for any reason, including for unused portions of a billing period.
12.1 NQuy uses reasonable efforts to update its document structures when Vietnamese labour law changes. Reference changes (decree numbers, minimum wage figures) are updated as soon as reasonably practicable. Substantive changes (new provisions, new procedures) are updated after review by NQuy’s compliance team. NQuy does not guarantee any specific timeline for updates following a legislative change.
12.2 NQuy will use reasonable efforts to notify you when important updates are available. Active subscribers (Complete, Enterprise, Custom) receive updates automatically when they become available. Essential Plan customers may regenerate their documents during the 12-month validity period to incorporate any updates available at the time of regeneration.
12.3 NQuy shall not be liable for any loss, penalty, or consequence arising from any period between a legislative change taking effect and the availability of an updated template on the NQuy platform. You are responsible for monitoring legislative changes that may affect your business and for seeking independent advice where necessary.
13.1 Legally binding version: All Generated Documents include a Vietnamese-language version. Only the Vietnamese version has legal effect under Vietnamese law. The Vietnamese version is the sole version valid for DOLISA registration, labour proceedings, and disciplinary enforcement.
13.2 Management-language translations: Translations into other languages (English, Korean, Japanese, Chinese (Simplified and Traditional)) are provided for reference purposes only so that management can read and understand the content. Translations are prepared with reasonable care but NQuy does not guarantee their accuracy or completeness. In the event of any discrepancy between a translation and the Vietnamese version, the Vietnamese version shall prevail in all cases.
13.3 Your responsibility: If you rely on a translation to make management or other decisions, you should verify the content against the Vietnamese version or consult an independent lawyer. NQuy is not responsible for any action taken on the basis of a translation without reference to the Vietnamese original.
The processing of personal data is governed by our Privacy Policy, which forms an integral part of these Terms. Please read the Privacy Policy at nquy.app/privacy.
15.1 NQuy shall not be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay results from circumstances beyond NQuy’s reasonable control (“Force Majeure Event”).
15.2 Force Majeure Events include, without limitation: acts of government or regulatory authority; changes in law or regulation; war, terrorism, civil unrest, or sanctions; natural disaster, epidemic, or pandemic; fire, flood, or extreme weather; cyberattack, denial-of-service attack, or data breach affecting NQuy’s infrastructure; failure of telecommunications or internet connectivity; and the failure, suspension, discontinuation, material degradation, or withdrawal of services by any third-party technology provider on whom the NQuy platform depends for its operation, including but not limited to AI service providers, cloud hosting providers, content delivery networks, and payment processors.
15.3 During any period in which the Service is wholly unavailable due to a Force Majeure Event, monthly subscription fees for Complete and Enterprise Plans shall not be charged. If fees have already been collected for such a period, NQuy will apply a pro rata credit to the next billing cycle. For the Essential Plan, if a Force Majeure Event prevents document generation during the 12-month validity period, NQuy will extend the validity period by a period equal to the duration of the interruption.
15.4 If a Force Majeure Event continues for more than 60 consecutive days, either party may terminate these Terms on 14 days’ written notice.
16.1 By you: You may cancel your account at any time through your account settings or by contacting us.
16.2 Suspension by NQuy: NQuy may, at its sole discretion, suspend your access to all or any part of the Service with immediate effect and without prior notice if NQuy determines that: (a) you have breached any provision of these Terms (including, without limitation, the prohibition on modifying Generated Documents or NQuy Workplace Policies under Section 6); (b) you have used or are using the Service for any unlawful purpose; or (c) you have failed to pay any fees when due. The determination of whether a breach has occurred, whether use is unlawful, or whether fees are overdue is made by NQuy at its sole discretion. NQuy may act on the basis of any breach, unlawful use, or non-payment that comes to its attention, regardless of when the breach, unlawful use, or non-payment occurred.
16.3 Effect of suspension: During any period of suspension: (a) you will have no access to the NQuy platform, the Compliance Helper, or any part of the Service; (b) you may not generate, regenerate, or download any documents; (c) your subscription fees continue to accrue and remain payable; and (d) all of your obligations under these Terms remain in full force and effect.
16.4 Termination by NQuy: NQuy may, at its sole discretion, terminate your access to the Service and these Terms by written notice to you, with such termination taking effect on the date specified in the notice (which may be the date of the notice itself). NQuy may terminate with or without prior suspension. NQuy is not required to give any prior warning, cure period, or opportunity to remedy before terminating under this Section. Termination may be effected for any of the grounds set out in Section 16.2 or for any other breach of these Terms.
16.5 After termination: Upon termination or expiry of these Terms for any reason: (a) your right to access the Service, the Compliance Helper, and the NQuy platform ceases immediately; (b) you may continue to use Generated Documents that were created before the date of termination, but only for the internal purposes of the specific business for which they were generated, and only in their original unmodified form; (c) you may not distribute, share, sublicense, or make available any Generated Documents or NQuy Workplace Policies to any third party after termination; (d) NQuy’s intellectual property rights in the template structures, NQuy Workplace Policies, and Compliance Helper content survive termination; and (e) account data is retained for 3 years after termination in accordance with the Privacy Policy.
16.6 Survival: The following provisions survive termination or expiry of these Terms and continue in full force and effect: Section 6 (Use of the Service, including the indemnity and modification consequences), Section 7 (Intellectual Property), Section 10 (Limitation of Liability), Section 13 (Language and Translations), Section 14 (Data Protection), Section 16.5 and 16.6 (After Termination and Survival), and Section 17 (Governing Law and Exclusive Jurisdiction).
17.1 Governing law: These Terms, and any non-contractual obligations arising out of or in connection with them, are governed exclusively by the laws of the Socialist Republic of Vietnam.
17.2 Exclusive jurisdiction: The parties irrevocably submit to the exclusive jurisdiction of the People’s Court of Hanoi City, Vietnam, for the resolution of any dispute arising out of or in connection with these Terms. Each party irrevocably waives any objection to the exercise of jurisdiction by such court and any objection to proceedings being brought in such court on the grounds that it is an inconvenient forum or that it does not have jurisdiction.
17.3 Pre-action negotiation: Before commencing court proceedings, the parties shall attempt to resolve the dispute through good-faith negotiation for a period of not less than 30 days from written notice of the dispute.
18.1 Electronic communications: You agree that all communications between you and NQuy may be conducted electronically. Electronic communications (including email, platform notifications, and messages sent via the NQuy account dashboard) constitute valid written communications for all purposes under these Terms, including for the purposes of the Vietnamese Civil Code, the E-Commerce Law, and any other applicable legislation. You consent to receiving all notices, invoices, reminders, and other communications from NQuy electronically.
18.2 Notices to you: Any notice required or permitted under these Terms will be sent to the email address registered on your NQuy account. A notice is deemed received on the date it is sent to that email address, whether or not you actually read it. You are responsible for keeping your contact details current in your account settings.
18.3 Notices to NQuy: Any notice to NQuy must be sent to the contact email address specified in Section 20 of these Terms. A notice to NQuy is deemed received on the date NQuy confirms receipt or, if no confirmation is given, 3 business days after it is sent.
If you have a complaint about the Service (other than a data protection complaint, which is addressed in the Privacy Policy), please contact us at hello@nquy.app or via the contact form at nquy.app/contact. We will acknowledge your complaint within 5 business days and use reasonable efforts to resolve it within 30 days. If a complaint cannot be resolved within 30 days, we will notify you of the reason for the delay and the expected resolution timeline. This complaints procedure does not affect your rights under Section 17 (Governing Law and Exclusive Jurisdiction) or under applicable Vietnamese law.
Legal basis: Civil Code 2015 | Consumer Rights Protection Law 2023 (Law No. 19/2023/QH15) | Decree 55/2024/ND-CP | E-Commerce Law 2025 (Law No. 122/2025/QH15, effective 01/07/2026) | Personal Data Protection Law 2025 (Law No. 91/2025/QH15) | Decree 356/2025/ND-CP