Terms of Service

These Terms of Service ("Terms") govern your access to and use of m5analytics.net and any related products, dashboards, APIs, mobile/desktop apps, and services (collectively, the "Services") provided by M5 ANALYTICS LLC ("M5 Analytics," "we," "us," or "our"). By accessing or using the Services, you agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization.

If you do not agree to these Terms, do not use the Services.

1) Accounts and Eligibility

Eligibility. You must be at least 18 years old (or the age of majority in your jurisdiction) to use the Services.
Account registration. You are responsible for providing accurate account information and keeping your credentials confidential. You are responsible for all activities that occur under your account.
Authorized Users. If you grant access to others, you are responsible for their compliance with these Terms.
Security. Notify us immediately of any unauthorized access or security incident involving your account.

2) Orders, Subscriptions, and Trials

Plans and Orders. Access to certain features may require a paid subscription or order form (each an "Order"). Orders specify plan details (e.g., term, seats, usage limits) and prevail over these Terms for conflicting terms.
Auto-Renewal. Subscriptions renew automatically for successive terms unless canceled in accordance with your plan settings or Order.
Free and Trial Access. We may offer free, trial, or evaluation access. We may modify or terminate such access at any time. Trials are provided as-is without warranties or commitments.

3) Fees, Billing, and Taxes

Fees. You agree to pay all fees described in the Services or your Order. Fees are non-refundable except as required by law or expressly stated otherwise.
Billing. You authorize us and our payment processor to charge the payment method on file for all applicable fees, taxes, and recurring charges. You are responsible for providing current, complete billing information.
Price Changes. We may change prices with prior notice as required by law. Changes apply at the next renewal term unless otherwise stated.
Taxes. Fees are exclusive of taxes; you are responsible for all applicable taxes, duties, and government charges.
Disputes. You must notify us of billing disputes within 30 days of the charge.

4) Acceptable Use

You agree not to (and not to permit others to):

Use the Services in violation of applicable law, including privacy, anti-spam, export, and anti-corruption laws.
Attempt to access data or content you are not authorized to access; probe, scan, or test system or network vulnerabilities; or circumvent security or access controls.
Copy, modify, create derivative works of, reverse engineer, or decompile any part of the Services except to the extent such restrictions are prohibited by law.
Upload or transmit malware; interfere with or disrupt the integrity or performance of the Services.
Misuse messaging features (e.g., SMS/email) for unsolicited or unlawful communications.
Exceed usage limits stated in your plan or Order, including API rate limits.

We may suspend or terminate access for violations of this Section.

5) Customer Data and Content

Ownership. As between you and us, you retain all rights to data, files, content, and materials you submit to or through the Services ("Customer Data").
License to Us. You grant M5 Analytics a worldwide, non-exclusive, royalty-free license to host, process, transmit, display, and otherwise use Customer Data solely as necessary to provide and improve the Services, to prevent or address service or technical issues, and as required by law.
Your Responsibilities. You are responsible for Customer Data (including obtaining all necessary rights and consents) and for ensuring it does not violate law or third-party rights.
Data Retention & Deletion. We retain Customer Data per our policies and your plan settings. Upon termination or at your request, we will delete or return Customer Data within a reasonable time, except where retention is required by law or permitted for backup, audit, or dispute purposes.
Aggregated/De-identified Data. We may create and use aggregated or de-identified data for analytics, benchmarking, and service improvements, provided it does not identify you or your users.

6) Privacy and Data Protection

Your use of the Services is subject to our Privacy Policy. To the extent we process personal data on your behalf, a separate Data Processing Addendum (DPA) may apply. Please contact privacy@m5analytics.net to request a DPA.

7) Third-Party Services and Links

The Services may interoperate with, or include links to, third-party products and services. We are not responsible for third-party terms, policies, or actions. Your use of third-party services is governed by their terms, not ours.

8) Intellectual Property; Feedback

Our IP. We and our licensors own all rights, title, and interest in and to the Services, including software, designs, interfaces, and documentation, excluding Customer Data.
No Implied Licenses. Except for the limited rights expressly granted in these Terms or an Order, we do not grant any other rights or licenses (by implication or otherwise). All rights not expressly granted are reserved.
Feedback. If you provide feedback, comments, or suggestions, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate it without restriction.

9) Beta Features; AI/ML Functionality

We may offer Beta or experimental features. Beta features are provided as-is, without warranties or support, and may be modified or discontinued at any time.
If the Services include AI/ML functionality, outputs can be non-deterministic and may contain errors. You are responsible for evaluating accuracy and appropriateness before use. Do not rely on outputs as professional advice.
You agree not to submit to AI features any data that is subject to heightened regulation (e.g., protected health information, government identifiers, or children’s data) unless we explicitly agree in writing.

10) Confidentiality

Each party may disclose non-public information to the other ("Confidential Information"). The receiving party will use reasonable care to protect the disclosing party’s Confidential Information and will not use or disclose it except as permitted by these Terms. Confidentiality obligations do not apply to information that is public, independently developed, lawfully received from a third party, or required to be disclosed by law (with notice where lawful).

11) Publicity

Unless you notify us in writing to opt out, we may use your name, logo, and marks to identify you as a customer on our website and marketing materials, consistent with any brand guidelines you provide.

12) Service Availability and Support

We strive to keep the Services available and performant, but downtime or interruptions may occur. We may modify, suspend, or discontinue features at any time. Unless otherwise stated in an Order, no specific service levels are provided.

13) Warranties and Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT DEFECTS WILL BE CORRECTED.

14) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; AND (B) EACH PARTY’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY YOU TO US FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. THESE LIMITATIONS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow certain limitations; in such cases, the above limitations apply to the fullest extent permitted by law.

15) Indemnification

You will defend, indemnify, and hold harmless M5 Analytics and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from: (a) your use of the Services in violation of these Terms or law; (b) Customer Data, including alleged infringement, misappropriation, or violation of rights; or (c) your breach of representations or warranties.

16) Term, Suspension, and Termination

Term. These Terms remain in effect while you use the Services. Each subscription term is as stated in your plan or Order.
Suspension. We may suspend access for non-payment, security risk, legal risk, or violations of these Terms.
Termination for Convenience. Either party may terminate an auto-renewing subscription effective at the end of the then-current term per plan settings or Order.
Termination for Cause. Either party may terminate immediately for material breach if not cured within 30 days after written notice.
Effect of Termination. Upon termination, your right to access the Services ceases. We will make Customer Data export available for a reasonable period (unless prohibited by law) and then delete or de-identify it per our policies. Sections that by their nature should survive (e.g., fees due, confidentiality, IP, disclaimers, limitations, indemnities, governing law) will survive.

17) Export, Sanctions, and Anti-Corruption

You represent that you are not subject to sanctions and are not located in a restricted jurisdiction. You will comply with all export control, sanctions, and anti-corruption laws, including the U.S. Export Administration Regulations and the U.S. Foreign Corrupt Practices Act.

18) Governing Law and Venue

These Terms are governed by the laws of the State of New Jersey, USA, without regard to conflicts of laws principles. The parties consent to exclusive jurisdiction and venue in the state and federal courts located in [County], New Jersey, and waive any objection to personal jurisdiction or venue in those courts.

Optional arbitration clause available upon request. If you prefer binding arbitration and a class action waiver, we can provide an addendum.

19) Changes to the Services or Terms

We may update the Services and these Terms from time to time. If we make material changes, we will provide notice (e.g., by posting in the Services or emailing your account contact). Changes take effect upon posting unless stated otherwise. Your continued use after changes become effective constitutes acceptance.

20) General

Entire Agreement. These Terms, together with any Orders and policies referenced herein (including the Privacy Policy), form the entire agreement and supersede all prior or contemporaneous agreements on the subject matter.
Order of Precedence. In case of conflict, an executed Order prevails, then these Terms, then policies.
Assignment. You may not assign these Terms without our prior written consent. We may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
Severability. If any provision is unenforceable, the remaining provisions will remain in full force.
No Waiver. A failure to enforce a provision is not a waiver of the right to do so later.
Force Majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
Notices. We may provide notices via the Services, email, or your account contact details. You agree to receive electronic communications. Legal notices to us should be sent to legal@m5analytics.net (and a copy by mail to our registered address, if required by law).
Headings. Headings are for convenience only and do not affect interpretation.

21) Contact

M5 ANALYTICS LLC
Email: info@m5analytics.net

If you have questions about these Terms, please contact us.