Terms of Service

These Terms of Service ("Terms") are a binding agreement between you and YXES STUDIO LLC, an Illinois limited liability company ("YXES," "we," "us," or "our"), which owns and operates Mimarr, including the website, web application, and related services (the "Service").

PLEASE READ SECTION 15 CAREFULLY. IT REQUIRES MOST DISPUTES TO BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION, WAIVES JURY TRIALS AND CLASS ACTIONS, AND EXPLAINS HOW TO OPT OUT.

1. Acceptance of these Terms

By checking the box at registration, clicking "I agree," or using the Service, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Service.

If you use the Service for a company or other organization, you confirm that you have authority to bind it to these Terms. In that case, "you" means both you and that organization (the "Customer").

2. Eligibility

You must be at least 18 years old to use the Service. The Service is for business and professional use only, not for personal, family, or household use.

3. Accounts and security

You must give accurate registration information and keep it up to date. You are responsible for keeping your login details confidential and for all activity under your account. Tell us promptly at support@mimarr.com if you believe your account has been accessed without permission.

Customer administrators control which users join their workspace, which role each user has, and what those users can see. The Customer is responsible for its users' compliance with these Terms.

4. Early access, free trial, and fees

Early access. The Service is free of charge until January 1, 2027 (the "Early Access Period"). During this period the Service is in active development. Features may change, be removed, or contain errors. We may contact you to ask for feedback. We will not charge you for the Service before January 1, 2027.

Free trial. Starting January 1, 2027, every Customer gets a free trial of 30 days. For accounts created during the Early Access Period, the trial starts on January 1, 2027. For accounts created on or after that date, the trial starts when the account is created. No credit card is required to start the trial. Each Customer gets one free trial. If you do not choose a paid plan before the trial ends, we may suspend your access until you do. You can export your data before the trial ends using the export tools in the Service.

Paid plans. After the free trial, continued use of the Service requires a paid subscription. Plans and prices are listed on our pricing page at the time you subscribe. You can pay monthly, or pay annually in advance. The annual plan costs the price of 10 months for 12 months of access.

Payments. Payments are handled by Stripe, our payment processor. When you subscribe, you enter your payment details on Stripe's secure pages. Stripe handles and stores your payment information, and we do not store your full card number. Stripe's own terms and privacy policy apply to its services. You authorize us, through Stripe, to charge the payment method you provide for each billing period until you cancel.

Notice before charging. We will give you at least 30 days' notice before any charge begins, by email and by publishing these Terms. Because every Customer starts with a free trial, no charge is made until the trial has ended and you have chosen a paid plan and entered your payment details. You may stop using the Service before then at no cost.

Billing. Fees are billed in advance for each billing period (a month, or a year for the annual plan) and renew automatically until you cancel. You may cancel at any time, effective at the end of the current billing period, and you keep access until then. Fees are non-refundable except where the law requires otherwise. Fees do not include taxes, which you are responsible for.

Price changes. We may change prices with at least 30 days' notice. The new price applies from your next billing period after the notice ends.

Late payment. If a payment fails, we may suspend access after giving you notice and at least 10 days to pay.

5. Acceptable use

You agree not to:

• break any law or violate anyone's rights through the Service
• upload malware or interfere with the Service's security or performance
• try to access accounts, data, or systems you are not authorized to access
• copy, reverse engineer, decompile, or create a competing product from the Service, except where the law expressly allows this
• scrape the Service or access it by automated means other than the tools we provide
• resell, sublicense, or rent the Service to third parties
• bypass usage limits, bot protection, or other access controls
• upload content that is unlawful, defamatory, harassing, or discriminatory

6. Your data

Ownership. You keep all rights in the data, files, and content you or your users put into the Service ("Customer Data"). We claim no ownership of Customer Data.

Our license to operate the Service. You give us a limited license to host, store, process, and display Customer Data only as needed to provide, secure, and support the Service and as described in our Privacy Policy.

Your responsibilities. You are responsible for the accuracy and legality of Customer Data. You confirm that you have all rights, notices, and consents needed to upload it. This includes information about your employees, contractors, clients, and other people that you enter into the Service, such as pay rates, time records, satisfaction survey answers, and client feedback.

Sharing with clients and outsiders. If you invite clients into the client portal or share a task through a link, you are responsible for having the right to share that information and for who receives the link. Anyone who has a shared link can open what it shows.

Emails sent through the Service. The Service sends emails on your behalf, such as invitations, sign-off requests, and invoice and reminder emails to your clients. You are responsible for the content you enter in them and for having the right to contact those people.

Imports, exports, and connections. You may import data from other tools and export your data (for example as Excel files, PDF reports, and accounting files). If you create API keys, webhooks, Slack or Microsoft Teams connections, or calendar links, you are responsible for keeping them secret and for where the data goes.

Sensitive data. Do not upload Social Security numbers, government ID numbers, bank or payment card numbers, health or medical information, biometric data, or information about children under 13. The Service is not designed to protect these types of data.

Aggregated data. We may create anonymized and aggregated data that does not identify you, your organization, or any person, and use it to operate and improve the Service.

7. AI features

How they work. Some features use artificial intelligence provided by a third party, Groq. Today these features turn text you type into suggested tasks, which you review before anything is created, and answer questions about your workspace using a summary of its figures ("AI Outputs"). Customer Data is sent to the AI provider only as needed to produce AI Outputs for you.

No training on your data. We do not use Customer Data to train AI models. The AI provider's own terms apply to how it handles what we send it.

Accuracy. AI Outputs may be incomplete, inaccurate, or out of date. They are for information only and are not legal, financial, accounting, engineering, employment, or other professional advice. You are responsible for reviewing AI Outputs and for any decision you make using them.

People decisions. Do not use AI Outputs as the only basis for hiring, firing, pay, promotion, discipline, or other employment decisions. You are responsible for complying with employment and anti-discrimination laws, including laws on the use of AI in employment decisions.

8. Our intellectual property

The Service, including its software, code, design, databases, features, and the Mimarr name and logos, is owned by YXES STUDIO LLC and protected by intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to use the Service for your internal business purposes while you have an account.

All rights not expressly granted are reserved.

Feedback. If you send us ideas or suggestions, we may use them freely without any obligation to you.

9. Third-party services

The Service relies on and may link to third-party services, such as hosting, database, payment processing, email, analytics, error monitoring, file storage, bot protection, and AI providers. Our Privacy Policy lists them. Their own terms apply to your use of them. We are not responsible for third-party services we do not control.

10. Changes to and availability of the Service

We may add, change, or remove features at any time. We aim to keep the Service available but do not guarantee it will be uninterrupted or error-free. We may suspend access for maintenance, security, or legal reasons. You are responsible for keeping your own copies of important Customer Data, and you can export it at any time using the export tools in the Service.

11. Disclaimers

TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE AND ALL AI OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ACCURACY. WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, BE SECURE, OR BE FREE OF ERRORS OR DATA LOSS.

12. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW:

(a) YXES STUDIO LLC AND ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, EVEN IF ADVISED THEY WERE POSSIBLE.

(b) OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (i) THE FEES YOU PAID US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE HUNDRED U.S. DOLLARS (US $100).

(c) THESE LIMITS APPLY TO EVERY THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, NEGLIGENCE, AND STRICT LIABILITY. THEY DO NOT APPLY TO LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW, SUCH AS LIABILITY FOR FRAUD, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT.

13. Indemnification

You will defend, indemnify, and hold harmless YXES STUDIO LLC and its members, managers, employees, and contractors from any third-party claims, losses, damages, and reasonable legal fees arising from (a) Customer Data, (b) your or your users' use of the Service or AI Outputs, including employment or business decisions, or (c) your breach of these Terms or of any law. We will notify you of any such claim and may participate in the defense with counsel of our choice at our own cost.

14. Term and termination

These Terms apply while you use the Service. You may stop using the Service at any time.

A workspace administrator can delete a workspace. Once deleted, nobody can open it. An administrator can restore a deleted workspace for 30 days. After that it is permanently deleted and cannot be recovered. We recommend exporting your data before you delete a workspace.

We may suspend or end your access if you breach these Terms, fail to pay any fees you owe, or if required by law, with notice where reasonably possible.

Sections 6 (aggregated data), 7, 8, and 11 to 18 survive termination.

15. Dispute resolution and binding arbitration

(a) Informal resolution first. Before starting any claim, you and we agree to try to resolve the dispute informally. Send a written description of the dispute to support@mimarr.com. If it is not resolved within 30 days, either party may start arbitration.

(b) Binding arbitration. Except as stated below, any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. A single arbitrator will decide the dispute. Arbitration will take place in Chicago, Illinois, or by video conference if both parties agree. Judgment on the award may be entered in any court with jurisdiction. The arbitrator decides questions of arbitrability, except that a court decides the enforceability of the class-action waiver below.

(c) Class-action and jury waiver. YOU AND WE MAY BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. YOU AND WE WAIVE ANY RIGHT TO A JURY TRIAL. If a court finds this class-action waiver unenforceable for a claim, that claim will proceed in court, not arbitration, and the rest of this Section still applies to all other claims.

(d) Exceptions. Either party may (i) bring an individual claim in small-claims court if it qualifies, or (ii) seek an injunction in court to stop actual or threatened infringement or misuse of intellectual property or unauthorized access to the Service.

(e) Opt-out. You may opt out of this arbitration agreement by emailing support@mimarr.com within 30 days after you first accept these Terms, with your name, organization, account email, and a clear statement that you opt out of arbitration. Opting out does not affect any other part of these Terms.

16. Time limit for claims

To the extent permitted by law, any claim relating to the Service or these Terms must be started within one (1) year after it arises. Otherwise, it is permanently barred.

17. Governing law and venue

These Terms are governed by the laws of the State of Illinois and applicable U.S. federal law, including the Federal Arbitration Act, without regard to conflict-of-laws rules. For any matter not subject to arbitration, you and we consent to the exclusive jurisdiction of the state and federal courts located in Cook County, Illinois.

18. General

Changes to these Terms. We may update these Terms. For material changes, we will notify you by email or in the Service at least 30 days before they take effect. Continued use after that date means you accept the updated Terms. Changes do not apply to disputes already pending.

Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or to a successor in a merger, acquisition, reorganization, or sale of assets, with notice to you.

Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, except for payment obligations.

Electronic communications. You agree to receive notices electronically. Electronic notices satisfy any legal requirement for written notice.

Entire agreement. These Terms, the Privacy Policy, and any plan terms you accept are the entire agreement between you and us about the Service.

Severability and waiver. If any part of these Terms is unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver.

Export. You may not use the Service in violation of U.S. export controls or sanctions laws.

19. Contact

YXES STUDIO LLC

Support and legal notices: support@mimarr.com

General questions: hello@mimarr.com