Terms of Service

1. Scope and Parties

These Terms of Service (the "Terms") govern your access to and use of the Modulio platform ("Modulio", the "Platform", the "Service"). The Platform is operated by Cynatic GmbH, Hauptstrasse 90, 4853 Murgenthal, Switzerland, company identification number CHE-180.622.640 ("Cynatic", "we", "us").

The Terms form a binding agreement between Cynatic and the business that registers for an account (the "Customer", "you"). By creating an account, enabling a module or otherwise using the Platform, you confirm that you have read and accept these Terms.

Conflicting or supplementary terms of the Customer do not apply unless Cynatic has agreed to them in writing. A separate written agreement signed by Cynatic prevails over these Terms to the extent of any conflict.

These Terms are published in English. Where a translation is provided, the English version prevails unless mandatory law requires otherwise.

2. Description of the Service

Modulio is a multi-tenant business software platform. Each Customer registers a workspace (a "tenant") that is reachable under its own subdomain. A tenant includes a core CRM and a set of optional modules such as Accounting, Marketing, Email, Documents, Calendar and Invoicing that the Customer can enable or disable.

Tenant data is logically isolated from other tenants. Cynatic applies access controls at the database layer so that one tenant cannot read or write the data of another.

Cynatic provides the technical infrastructure only. We do not provide accounting, tax, legal or other professional advice, and any output generated by a module is a tool to support the Customer, not a substitute for the Customer's own judgement and review.

The Service is provided as software-as-a-service. Cynatic may add, change or remove features and modules as the product evolves. Material reductions of functionality are addressed in Section 9 and Section 12.

3. Eligibility and Business Use

Modulio is offered for professional and commercial use by businesses, sole traders and other organisations. It is not intended for consumers. By registering, you confirm that you are acting in the course of a trade, business or profession and that the person who accepts these Terms is authorised to bind the Customer.

Persons acting on behalf of the Customer must be at least 18 years old and have legal capacity to enter into contracts.

There is no entitlement to registration. Cynatic may decline to open an account at its discretion, in particular where required for legal, security or risk reasons.

4. Account Registration, Security and Users

Registration requires accurate and complete information, which the Customer must keep up to date. Cynatic may apply reasonable verification steps, for example email confirmation or verification of a payment method, to reduce fraud and abuse.

The Customer is responsible for all activity that occurs under its tenant, including the acts and omissions of the users it invites or provisions. The Customer must ensure that its users comply with these Terms.

Login credentials must be kept confidential. The Customer must protect access to its tenant and notify Cynatic without undue delay at info@modulio.ai if it suspects unauthorised access or any other breach of security.

The Customer is responsible for assigning and revoking user roles and permissions within its tenant and for the consequences of the access it grants.

5. Subscriptions, Modules, Fees and Billing

The core Platform and certain modules may be offered free of charge. Other modules are paid and are made available on a subscription basis. The scope, price and billing interval of each paid module are shown in the Platform at the point of purchase.

Paid modules are billed through our third-party payment processor, Stripe. By enabling a paid module you authorise the recurring charge for the applicable interval. Cynatic does not store complete card details in its own systems.

Fees are payable in advance for each billing period. Unless stated otherwise, subscriptions renew automatically for successive periods until cancelled in line with Section 11. Cancellation takes effect at the end of the current paid period.

Upgrades take effect immediately and may be charged on a prorated basis for the remainder of the current period. Downgrades or the disabling of a paid module take effect at the end of the current period, and fees already paid for that period are not refunded except where mandatory law requires otherwise.

Prices are stated exclusive of value added tax (VAT) and any other applicable taxes or duties, which are added where due. The Customer is responsible for any taxes arising from its use of the Service other than taxes on Cynatic's income.

Cynatic may change prices and plans for future billing periods. Price changes are notified in advance and apply from the next renewal. If the Customer does not accept a price change, it may cancel the affected subscription before the change takes effect.

Where legally permitted and disclosed in advance, costs arising from chargebacks or abusive use may be passed on to the Customer.

6. Customer Data and Content

As between the parties, the Customer retains all rights in the data, content and materials it or its users submit to or generate within its tenant ("Customer Data"). Cynatic claims no ownership of Customer Data.

The Customer grants Cynatic a non-exclusive, worldwide licence to host, store, process, transmit, display and back up Customer Data, and to make incidental copies, solely to the extent necessary to operate, secure, maintain and support the Service and to comply with the Customer's instructions and the law. This licence ends when the Customer Data is deleted, subject to routine backup cycles and legal retention duties.

The Customer is responsible for the lawfulness of Customer Data and for having the necessary rights and consents to submit it and to have it processed through the Service. The Customer must not submit content it is not entitled to use.

Cynatic maintains per-tenant isolation so that Customer Data is not accessible to other tenants. Processing of personal data is governed by the Privacy Policy and, where applicable, a separate data processing agreement.

7. Acceptable Use

The Customer and its users must not:

• use the Service in breach of applicable law or third-party rights, or to store or transmit unlawful, infringing or malicious content,
• upload malware or attempt to gain unauthorised access to the Platform, other tenants or the underlying systems,
• probe, scan, overload or test the vulnerability of the Service, or circumvent its access controls, rate limits or security measures,
• reverse engineer, decompile or disassemble the Platform or attempt to derive its source code, except to the extent this restriction is prohibited by mandatory law,
• scrape or extract data from the Platform by automated means beyond the functionality and any API that Cynatic makes available,
• resell, sublicense or make the Service available to third parties outside the Customer's own organisation except as expressly permitted, or
• remove or obscure any proprietary notices on the Platform.

8. Availability, Maintenance and Changes

Cynatic uses reasonable efforts to keep the Platform available, but does not guarantee uninterrupted or error-free operation. Given the current stage of the product, the Service is provided on a reasonable-efforts basis without a committed uptime level unless a separate service level agreement has been agreed in writing.

Access may be interrupted or restricted temporarily for maintenance, repairs, security measures or the rollout of new features. Cynatic aims to keep the frequency and duration of such interruptions to a reasonable minimum and, where practicable, to give advance notice of planned maintenance.

Cynatic may modify, improve or discontinue features or modules. If a change materially reduces the core functionality the Customer pays for, the Customer's remedies are set out in Section 12.

9. Third-Party Services

The Service relies on third-party providers, including Stripe for payment processing and cloud infrastructure providers for hosting and data storage. Use of those services may be subject to the third party's own terms, and Cynatic is not responsible for their acts or omissions.

The Customer may choose to connect third-party services and integrations to its tenant, for example a Google account or other external tools. The Customer is responsible for its use of those integrations and for accepting the relevant third party's terms. Cynatic is not a party to the agreement between the Customer and such third parties and does not control their services.

10. Intellectual Property of the Platform

The Platform, including its software, design, layout, text, graphics, logos and other materials, is owned by or licensed to Cynatic and is protected by copyright and other intellectual property rights. Nothing in these Terms transfers any such rights to the Customer.

Cynatic grants the Customer a non-exclusive, non-transferable, revocable right to access and use the Platform during the term of these Terms, solely for the Customer's internal business purposes and in accordance with these Terms. This right does not extend to using, copying or distributing Platform materials beyond the functionality the Platform provides.

If the Customer submits feedback or suggestions, Cynatic may use them to improve the Service without restriction or obligation.

11. Warranties, Liability and Term

The Service is provided on an "as is" and "as available" basis. To the extent permitted by law, Cynatic disclaims implied warranties and does not warrant that the Service will meet the Customer's requirements, be uninterrupted, or be free of errors. Cynatic gives no warranty as to the accuracy of output generated by any module or as to results obtained through use of the Service.

To the extent permitted by law, Cynatic is liable only for damage caused by intent or gross negligence. For slight negligence, Cynatic is liable only for breach of a material contractual obligation and limited to the typical, foreseeable damage. Liability for indirect or consequential damage, lost profits, lost data or lost savings is excluded to the extent permitted by law. Mandatory statutory liability remains unaffected.

The Customer is responsible for maintaining its own backups of Customer Data where the integrity of that data is critical to its operations.

These Terms apply for as long as the Customer has an account. Either party may terminate the agreement subject to the cancellation rules for paid subscriptions in Section 5 and the termination rules in Section 12.

12. Suspension, Termination and Data Export

The Customer may stop using the Service and close its account at any time. Paid subscriptions continue until the end of the current paid period as set out in Section 5.

Cynatic may suspend or terminate access, in whole or in part, in the event of a material breach of these Terms, non-payment, fraud, security risk or where required by law. Where reasonable and lawful, Cynatic will give notice and an opportunity to remedy the breach before terminating for cause.

On termination, the Customer's right to use the Service ends. Before deletion, the Customer may export its Customer Data using the export functionality the Platform provides, so far as technically and legally possible. After a reasonable retention window following termination, Cynatic may delete Customer Data, subject to legal retention obligations such as those applying to billing records.

13. Changes to These Terms

Cynatic may amend these Terms, in particular to reflect changes in the law, security requirements or the product. The current version is always available on this page with the date it last changed.

Cynatic will notify the Customer of material changes before they take effect, for example by email or in the Platform. If the Customer does not accept a material change, it may terminate the affected subscription before the change takes effect. Continued use after a change takes effect constitutes acceptance.

14. Governing Law and Jurisdiction

These Terms are governed by Swiss law, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods.

The exclusive place of jurisdiction for disputes arising out of or in connection with these Terms is the competent court at the registered seat of Cynatic in Murgenthal, Canton of Aargau, Switzerland, so far as legally permitted. Mandatory statutory places of jurisdiction remain unaffected.

15. Final Provisions

Should any provision of these Terms be or become invalid, the remaining provisions stay in force. The invalid provision is replaced by a valid one that comes closest to its intended purpose.

The Customer may not assign or transfer its rights or obligations under these Terms without Cynatic's prior written consent. Cynatic may transfer the agreement to a successor as part of a reorganisation, merger or sale of the business.

Questions about these Terms can be sent to info@modulio.ai.