Please read these Terms of Service carefully before using the Mazlo platform. These terms govern your access to and use of our Services and constitute a binding legal agreement.
These Terms of Service ("Terms") are entered into between Mazlo Technologies Inc. ("Mazlo," "we," "our," or "us"), a corporation incorporated in California with its principal place of business at 100 Pine Street, Suite 1250, San Francisco, CA 94111 • +1 (866) 916-2956, and you, the customer or user accessing or using our Services ("you" or "Customer"). By accessing or using our Services, you accept and agree to be bound by these Terms. If you are entering into these Terms on behalf of a legal entity, you represent that you have authority to bind that entity to these Terms.
In these Terms, the following definitions apply:
Subject to your compliance with these Terms and payment of applicable fees, Mazlo grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services during the Subscription Term solely for your internal business operations in connection with your nonprofit organization or fiscal sponsorship activities.
To access the Services, you must create an account by providing accurate, current, and complete information as requested during the registration process. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify Mazlo immediately of any unauthorized access to or use of your account or any other security breach at security@mazlosaas.com.
You may authorize Users to access the Services under your account. You are responsible for all actions taken by Users and for ensuring that Users comply with these Terms. The number of Users permitted under your subscription is specified in your Order Form. You must promptly deactivate account access for any User who leaves your organization or whose role no longer requires access to the Services.
You may not, and may not permit others to: (a) copy, modify, create derivative works of, or reverse engineer any part of the Services; (b) access the Services to build a competing product or service; (c) sell, resell, license, sublicense, or transfer the Services or your account to any third party without Mazlo's prior written consent; (d) use the Services in any manner that violates applicable law, regulation, or third-party rights; (e) use the Services to process or facilitate any fraudulent, deceptive, or illegal financial transactions; (f) interfere with or disrupt the integrity or performance of the Services or the data contained therein; or (g) attempt to gain unauthorized access to the Services or related systems.
As between the parties, Customer retains all right, title, and interest in and to Customer Data. Mazlo does not claim ownership of Customer Data. You are responsible for the accuracy, quality, legality, and appropriateness of Customer Data and for obtaining all necessary consents and permissions for Mazlo to process Customer Data in connection with providing the Services.
You grant Mazlo a non-exclusive, worldwide license to use, copy, store, transmit, and display Customer Data solely to the extent necessary to provide the Services to you. Mazlo will not use Customer Data for any purpose beyond providing the Services and as described in our Privacy Policy and Data Processing Agreement.
Mazlo implements and maintains security measures as described in its Security Documentation to protect Customer Data from unauthorized access, disclosure, and destruction. Mazlo's security measures include SOC 2 Type II certified controls, 256-bit AES encryption, and role-based access controls. For detailed information about our security practices, please review our Security Documentation at mazlosaas.com/security.
Our collection and use of personal information in connection with the Services is described in our Privacy Policy, which is incorporated into these Terms by reference. Our processing of Customer Data on your behalf is governed by our Data Processing Agreement.
Customer agrees to pay the subscription fees specified in the applicable Order Form. Fees are due in advance for each billing period (monthly or annual, as selected). All fees are non-refundable except as expressly provided in these Terms or as required by applicable law.
Mazlo accepts payment by credit card, ACH bank transfer, and wire transfer. By providing payment information, you authorize Mazlo to charge the applicable fees to your designated payment method on the schedule specified in your Order Form. You are responsible for maintaining valid payment information in your account settings.
If any payment is not received by the due date, Mazlo reserves the right to suspend access to the Services after providing five (5) business days' written notice. Overdue amounts will accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law. Customer is responsible for all costs of collection, including reasonable attorneys' fees.
Fees do not include applicable taxes, including sales tax, use tax, value-added tax, or similar taxes. Customer is responsible for all applicable taxes except for taxes on Mazlo's net income. Where Mazlo is required by law to collect taxes, the applicable tax will be added to invoices.
Mazlo may adjust fees at the beginning of any renewal term upon at least sixty (60) days' prior written notice. Your continued use of the Services after the fee change takes effect constitutes your acceptance of the new fees.
Mazlo retains all right, title, and interest in and to the Services, including all intellectual property rights therein. These Terms do not grant you any rights to Mazlo's trademarks, logos, service marks, or trade names. No rights in the Services are granted except for the limited license expressly set forth in Section 2.1.
If you provide Mazlo with feedback, suggestions, ideas, or other input regarding the Services ("Feedback"), you grant Mazlo a non-exclusive, perpetual, irrevocable, royalty-free license to use and incorporate the Feedback into the Services and other Mazlo products and services without any obligation to you.
Each party agrees to keep confidential the other party's Confidential Information and not to use or disclose Confidential Information except as necessary to perform its obligations or exercise its rights under these Terms. "Confidential Information" means any information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Obligations of confidentiality do not apply to information that is or becomes publicly known through no fault of the receiving party, was rightfully known before disclosure without confidentiality obligation, or is independently developed by the receiving party without use of the disclosing party's Confidential Information.
Mazlo warrants that: (a) the Services will perform materially in accordance with the applicable Documentation during the Subscription Term; (b) Mazlo will implement and maintain reasonable security measures to protect Customer Data; (c) Mazlo has the legal right to enter into this Agreement and to perform its obligations hereunder; and (d) the Services do not, to Mazlo's knowledge, infringe any third-party intellectual property rights.
EXCEPT AS EXPRESSLY PROVIDED IN SECTION 7.1, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. MAZLO DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. MAZLO DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICES ARE NOT INTENDED TO PROVIDE LEGAL, ACCOUNTING, TAX, OR FINANCIAL ADVISORY SERVICES, AND NOTHING IN THE SERVICES CONSTITUTES PROFESSIONAL ADVICE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR CUSTOMER'S PAYMENT OBLIGATIONS, EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY CUSTOMER TO MAZLO IN THE TWELVE MONTHS PRECEDING THE CLAIM OR (B) ONE THOUSAND U.S. DOLLARS ($1,000). THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
Customer will defend, indemnify, and hold harmless Mazlo, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Customer Data or Customer's use of the Services in violation of these Terms; (b) Customer's violation of applicable law or regulation; or (c) any claims that Customer Data or Customer's use of the Services infringes or misappropriates the intellectual property rights or other rights of any third party.
These Terms commence on the date you first accept them and continue until the end of your Subscription Term, unless terminated earlier as provided herein. Unless otherwise specified in your Order Form, subscriptions automatically renew for successive periods equal to the initial Subscription Term unless either party provides written notice of non-renewal at least thirty (30) days before the end of the then-current Subscription Term.
Either party may terminate this Agreement for cause if: (a) the other party materially breaches this Agreement and fails to cure the breach within thirty (30) days after receiving written notice specifying the breach; or (b) the other party becomes insolvent, makes a general assignment for the benefit of creditors, or has a receiver appointed.
Upon termination or expiration of this Agreement: (a) all licenses granted hereunder will immediately terminate; (b) Customer must cease all use of the Services; (c) each party will return or destroy the other party's Confidential Information; and (d) Mazlo will make Customer Data available for export for a period of thirty (30) days following termination, after which Mazlo may delete Customer Data in accordance with its data retention policies. Provisions that by their nature should survive termination will survive, including all payment obligations accrued before termination, Sections 3, 5, 6, 7, 8, 9, 11, and 12.
These Terms will be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles. Any dispute arising out of or related to these Terms that cannot be resolved through good-faith negotiation will be submitted to binding arbitration in San Francisco, California, under the Commercial Arbitration Rules of the American Arbitration Association. Judgment on any arbitration award may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm.
Entire Agreement: This Agreement constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning its subject matter.
Modifications: Mazlo reserves the right to modify these Terms at any time. Material changes will be communicated via email or prominent notice in the Services at least thirty (30) days before taking effect. Continued use of the Services after the effective date constitutes acceptance.
Waiver: No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right.
Severability: If any provision of this Agreement 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.
Assignment: You may not assign or transfer any rights or obligations under this Agreement without Mazlo's prior written consent. Mazlo may assign this Agreement in connection with a merger, acquisition, or sale of all or substantially all of its assets.
Mazlo Technologies Inc.
100 Pine Street, Suite 1250
San Francisco, CA 94111, United States
Email: legal@mazlosaas.com
Phone: +1 (866) 916-2956