Service Agreement

This Service Agreement (“Agreement”) is entered into between MINDAI WEB DEVELOPMENT SERVICES (“MindAI”, “Provider”) and the customer identified in the applicable order, quotation, or online subscription (the “Customer”). It governs the Customer’s subscription to and use of the MindAI cloud business platform (the “Service”) and supplements our Terms of Service and Privacy Policy. In case of conflict, a signed order or quotation prevails over this Agreement, which prevails over the Terms of Service.

• Service — the MindAI applications and modules subscribed to by the Customer.
• Subscription Term — the period stated in the order or quotation (e.g., monthly or annual).
• Customer Data — data submitted by the Customer and its users into the Service.
• Authorized Users — the Customer’s employees or contractors permitted to use the Service, up to the plan’s user limit.

Upon acceptance and (where applicable) payment, MindAI will provision the Customer’s tenant and grant access to the subscribed modules for the number of Authorized Users and branches in the plan. The Customer’s administrator manages users, roles, and permissions within those limits.

• Fees, inclusions, and limits are those stated in the applicable plan or quotation, in Philippine Peso (PHP).
• Invoices are issued per billing cycle; payment is due upon receipt unless otherwise agreed in the quotation.
• Fees are exclusive of applicable taxes, which are for the Customer’s account unless stated otherwise.
• Add-ons, extra users, or module upgrades are billed pro-rata or per the quotation.
• Fees are non-refundable except where required by law or expressly agreed.

The Subscription Term begins on activation and renews automatically for successive periods unless either party gives notice of non-renewal before the renewal date. We may adjust fees for a renewal term with prior written notice. A grace period may apply after expiry during which access continues so the Customer can renew.

MindAI targets [99.x]% monthly availability, excluding scheduled maintenance and events beyond our reasonable control. We provide support via support@mindaiph.com during [support hours, e.g., Mon–Fri, 9:00–18:00 PHT]. Target response times and any credits are as stated in the quotation, if applicable.

We perform routine backups of the platform. Scheduled maintenance will be communicated in advance where practicable.

• maintain the confidentiality of accounts and manage Authorized Users;
• ensure Customer Data is accurate and that it has a lawful basis to process any personal data it inputs (e.g., employee records);
• use the Service in compliance with law and the Terms of Service; and
• designate an administrator as the primary point of contact.

Customer Data is owned by the Customer. MindAI acts as a personal-information processor for personal data the Customer inputs, and processes it only to provide the Service, consistent with our Privacy Policy and the Data Privacy Act (RA 10173). We apply encryption in transit, access controls, tenant isolation, activity logging, and regular backups. Data is hosted in the Asia Pacific (Singapore) region.

Each party will protect the other’s confidential information with reasonable care and use it only to perform this Agreement. This does not apply to information that is public, already known, independently developed, or required to be disclosed by law.

MindAI may suspend access for non-payment (after any grace period), material breach, or security risk. Either party may terminate for material breach not cured within a reasonable period, or at the end of the Subscription Term by notice of non-renewal.

On termination, the Customer may request an export of Customer Data within a reasonable wind-down period, after which it may be deleted in accordance with our retention practices.

Except as expressly stated, the Service is provided “as is.” To the maximum extent permitted by law, neither party is liable for indirect, incidental, or consequential damages, and MindAI’s total aggregate liability under this Agreement will not exceed the fees paid by the Customer for the Service in the twelve (12) months preceding the claim.

This Agreement is governed by the laws of the Republic of the Philippines. The parties will first attempt to resolve disputes amicably; failing that, disputes shall be submitted to the exclusive jurisdiction of the courts of Makati City, Philippines.

This Agreement, together with the applicable order or quotation, the Terms of Service, and the Privacy Policy, constitutes the entire agreement between the parties regarding the Service. Amendments must be in writing. If any provision is found unenforceable, the remainder stays in effect.

For commercial or contract inquiries, contact support@mindaiph.com.