Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you (whether personally or on behalf of an entity, "you" or "Customer") and ScaleMule, Inc. ("ScaleMule," "we," "us," or "our"), governing your access to and use of the ScaleMule platform, including our website, APIs, documentation, and related services (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services.

If you are entering into these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and references to "you" shall refer to that organization.

2. Description of Services

ScaleMule provides a backend-as-a-service platform designed for software development, including but not limited to:

• Authentication and identity management services
• Database hosting and management
• File storage and content delivery
• Real-time messaging and event streaming
• Serverless function execution
• API gateway and routing services
• Analytics and monitoring tools

The specific features and functionality available to you depend on your subscription plan and may be modified, updated, or discontinued at our discretion.

3. Account Registration and Security

3.1 Account Creation

To access certain features of our Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials, including API keys, passwords, and access tokens. You agree to:

• Immediately notify us of any unauthorized access to or use of your account
• Ensure that all users who access the Services through your account comply with these Terms
• Not share your account credentials with any third party
• Implement appropriate security measures to protect your API keys and tokens

You are liable for all activities that occur under your account, whether or not you authorized such activities.

3.3 Account Eligibility

You must be at least 18 years old and capable of forming a binding contract to use our Services. By creating an account, you represent that you meet these requirements.

4. Acceptable Use Policy

4.1 Permitted Use

You may use our Services only for lawful purposes and in accordance with these Terms. You agree to use our Services in compliance with all applicable laws, regulations, and third-party rights.

4.2 Prohibited Activities

You agree NOT to use our Services to:

• Violate any applicable law, regulation, or third-party rights
• Transmit viruses, malware, or other malicious code
• Engage in any activity that interferes with or disrupts the Services
• Attempt to gain unauthorized access to any portion of the Services or related systems
• Use the Services to store or transmit illegal content, including child exploitation material
• Engage in cryptocurrency mining or other resource-intensive activities without authorization
• Scrape, crawl, or spider any portion of the Services without permission
• Impersonate any person or entity or misrepresent your affiliation
• Send unsolicited communications (spam) through our Services
• Circumvent any usage limits, rate limits, or security measures
• Resell or redistribute the Services without authorization
• Use the Services to develop a competing product or service
• Reverse engineer, decompile, or disassemble any portion of the Services

4.3 Resource Usage

We reserve the right to limit or throttle your usage of the Services if we determine, in our sole discretion, that your usage is excessive or may negatively impact the Services for other users.

5. Customer Data

5.1 Ownership

You retain all right, title, and interest in and to any data, content, or information you submit, store, or transmit through our Services ("Customer Data"). ScaleMule does not claim any ownership over Customer Data.

5.2 License Grant

You grant ScaleMule a non-exclusive, worldwide, royalty-free license to use, copy, store, transmit, and display Customer Data solely as necessary to provide and improve the Services, comply with legal requirements, and enforce these Terms.

5.3 Customer Responsibilities

You are solely responsible for:

• The accuracy, quality, and legality of Customer Data
• Obtaining all necessary rights and consents to use and store Customer Data
• Ensuring that Customer Data does not infringe any third-party rights
• Maintaining appropriate backups of Customer Data
• Complying with all applicable data protection and privacy laws

5.4 Data Retention and Deletion

Upon termination of your account, we will delete Customer Data within 90 days, unless retention is required by law or for legitimate business purposes. You may export or delete your Customer Data at any time through the Services.

6. Fees and Payment

6.1 Pricing

Certain features of the Services require payment of fees. Current pricing is available on our website. All fees are quoted in U.S. dollars unless otherwise specified.

6.2 Billing

By subscribing to a paid plan, you authorize us to charge your designated payment method on a recurring basis. Fees are billed in advance on a monthly or annual basis, depending on your subscription term.

6.3 Usage-Based Charges

Some Services may be billed based on usage. Usage-based charges will be calculated and billed in arrears according to our current pricing.

6.4 Taxes

All fees are exclusive of taxes. You are responsible for paying all applicable taxes, including sales tax, use tax, VAT, or GST.

6.5 Late Payments

If payment is not received within 30 days of the due date, we may suspend or terminate your access to the Services. We may also charge interest on overdue amounts at the rate of 1.5% per month or the maximum rate permitted by law, whichever is less.

6.6 Price Changes

We reserve the right to change our pricing at any time. Price changes will be effective upon the next billing cycle following 30 days' notice to you.

7. Intellectual Property

7.1 ScaleMule IP

The Services, including all software, documentation, APIs, designs, trademarks, and content provided by ScaleMule, are owned by ScaleMule or its licensors and are protected by intellectual property laws. These Terms do not grant you any right, title, or interest in the Services except for the limited license to use the Services as expressly permitted herein.

7.2 Feedback

If you provide suggestions, ideas, or feedback about the Services ("Feedback"), you grant ScaleMule a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into our products and services without any obligation to you.

7.3 Open Source

Certain components of the Services may include open-source software. Such software is licensed under its applicable open-source license, and nothing in these Terms limits your rights under, or grants you rights that supersede, such open-source licenses.

8. Confidentiality

"Confidential Information" means any non-public information disclosed by either party that is designated as confidential or should reasonably be understood to be confidential. Each party agrees to:

• Protect the other party's Confidential Information using the same degree of care used to protect its own confidential information, but no less than reasonable care
• Not use Confidential Information for any purpose other than performing obligations under these Terms
• Not disclose Confidential Information to third parties without prior written consent

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party's possession before disclosure; (c) is independently developed without use of Confidential Information; or (d) is rightfully obtained from a third party without restriction.

9. Service Level and Support

9.1 Service Availability

We strive to maintain high availability of our Services. Our current service level objectives are published on our website. We do not guarantee uninterrupted or error-free operation of the Services.

9.2 Maintenance

We may perform scheduled maintenance that temporarily affects the availability of the Services. We will use reasonable efforts to provide advance notice of scheduled maintenance through our status page or other communication channels.

9.3 Support

Support is provided according to your subscription plan. Details about support options and response times are available on our website.

10. Warranties and Disclaimers

10.1 Our Warranties

ScaleMule warrants that:

• The Services will perform substantially in accordance with the documentation
• We will use commercially reasonable efforts to protect Customer Data in accordance with our Privacy Policy
• We have the right to provide the Services to you

10.2 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. SCALEMULE DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

SCALEMULE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. SCALEMULE IS NOT RESPONSIBLE FOR ANY ISSUES RESULTING FROM YOUR USE OF THIRD-PARTY SERVICES OR YOUR FAILURE TO MAINTAIN PROPER SECURITY PRACTICES.

11. Limitation of Liability

11.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SCALEMULE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF SCALEMULE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SCALEMULE'S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO SCALEMULE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

11.3 Exceptions

The limitations in this section do not apply to: (a) either party's breach of confidentiality obligations; (b) your violation of our intellectual property rights; (c) your payment obligations; or (d) your violation of the Acceptable Use Policy.

12. Indemnification

You agree to indemnify, defend, and hold harmless ScaleMule, its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Services
• Your Customer Data
• Your violation of these Terms
• Your violation of any applicable law or third-party rights
• Any claims made by your end users or customers

13. Term and Termination

13.1 Term

These Terms are effective when you first access or use the Services and continue until terminated by either party.

13.2 Termination by You

You may terminate your account at any time through your account settings or by contacting us. Upon termination, you will remain responsible for all fees incurred prior to termination.

13.3 Termination by ScaleMule

We may suspend or terminate your access to the Services at any time, with or without cause, with or without notice. We may immediately terminate your account if:

• You breach these Terms
• You fail to pay any fees when due
• We are required to do so by law
• We discontinue the Services

13.4 Effect of Termination

Upon termination: (a) your rights to use the Services immediately cease; (b) you must pay all outstanding fees; (c) we will delete your Customer Data within 90 days unless required by law to retain it; (d) provisions that by their nature should survive termination will survive, including intellectual property, confidentiality, disclaimers, limitation of liability, and indemnification.

14. Dispute Resolution

14.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact us at legal@scalemule.com to attempt to resolve the dispute informally. We will attempt to resolve any dispute within 60 days of receiving your notice.

14.2 Arbitration

If we cannot resolve a dispute informally, you and ScaleMule agree to resolve any disputes through binding arbitration administered by JAMS under its Comprehensive Arbitration Rules, rather than in court. The arbitration will be conducted in San Francisco, California, unless the parties agree otherwise.

14.3 Class Action Waiver

YOU AND SCALEMULE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

14.4 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

15. General Provisions

15.1 Governing Law

These Terms are governed by the laws of the State of California, without regard to its conflict of laws principles.

15.2 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms for specific Services, constitute the entire agreement between you and ScaleMule regarding the Services and supersede all prior agreements and understandings.

15.3 Modifications

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Last updated" date. Your continued use of the Services after such changes constitutes acceptance of the modified Terms.

15.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, or sale of all or substantially all of our assets.

15.5 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

15.6 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision.

15.7 Force Majeure

Neither party will be liable for any failure or delay in performing obligations under these Terms due to events beyond its reasonable control, including natural disasters, acts of government, internet failures, or other force majeure events.

15.8 Export Compliance

You agree to comply with all applicable export laws and regulations. You may not use the Services in any country that is subject to U.S. embargo or in violation of any U.S. export law or regulation.

16. Contact Information

If you have any questions about these Terms, please contact us at: