These Terms of Service ("Terms") are a legally binding agreement between Jazbic LLC ("Jazbic," "we," "us," or "our") and the individual or entity that accesses or uses the Services ("you," "your," or "Customer"). These Terms govern your access to and use of jazbic.com, the Jazbic web application, and any related products, features, integrations, and services that link to these Terms (collectively, the "Services").
By creating an account, clicking to accept these Terms, purchasing a subscription, or accessing or using the Services, you agree to these Terms. If you use the Services on behalf of a company or other organization, you represent and warrant that you have authority to bind that organization, and references to "you" and "Customer" include that organization.
The Services are intended primarily for business and professional use. If you do not agree to these Terms, do not access or use the Services.
1. THE SERVICES
Jazbic is an AI-powered software service for revenue teams. Depending on product configuration, the Services may help users organize customer and opportunity information, manage customer workspaces, notes, memories, and working context, connect supported email and calendar services, analyze deal and account information, search and summarize information, and receive AI-generated recommendations, drafting assistance, and other user-requested outputs.
The Services may evolve over time. Features, integrations, models, workflows, limits, and user interfaces may be added, modified, replaced, or discontinued as described in these Terms.
2. ELIGIBILITY AND BUSINESS USE
You must be at least 18 years old and legally capable of entering into a binding agreement to use the Services. The Services are intended for business and professional purposes, not for personal household use.
If you use the Services on behalf of an employer, customer, or other organization, you represent that you are authorized to use the relevant accounts, data, email systems, calendars, and business information and to instruct Jazbic to process that information.
3. ACCOUNTS, ADMINISTRATORS, AND SECURITY
You must provide accurate account information and keep it current. You are responsible for maintaining the confidentiality of your credentials and for activity performed through your account or by your authorized users.
If a Customer manages multiple users, the Customer may designate administrators. Administrators may be able to create or remove users, manage access, configure integrations, and access information associated with the Customer’s workspace. Customer is responsible for administrator actions and for assigning permissions appropriately.
You may not share credentials in a manner that circumvents applicable seat, user, or subscription limits. You must promptly notify us at admin@jazbic.com if you suspect unauthorized access, credential compromise, or other misuse of your account.
We may require additional authentication or security measures, including multi-factor authentication, where reasonably necessary to protect the Services, Customer Data, or other users.
4. SUBSCRIPTIONS, FEES, TAXES, BILLING, AND CANCELLATION
4.1 Paid plans and orders
If Jazbic offers paid Services or Customer enters into a paid Order, pricing, billing frequency, seat quantities, included usage, minimum commitments, plan features, and other commercial terms will be shown at checkout, on an order form, in an invoice, or in another written agreement with Jazbic (each, an "Order"). An Order may supplement these Terms.
4.2 Payment authorization
If you provide a payment method or authorize payment for a paid Service, you authorize Jazbic and its applicable third-party payment processor to charge the fees, taxes, and other amounts due under the applicable Order. You are responsible for maintaining accurate billing information and a valid payment method where payment information is required.
4.3 Automatic renewal
If a paid subscription is offered and an Order does not expressly state otherwise, the subscription may renew automatically for successive periods equal to the then-current subscription period until canceled. Any automatic-renewal terms will be disclosed in the applicable Order, checkout flow, or other commercial terms and will apply subject to applicable law.
4.4 Cancellation
If automatic renewal applies, you may cancel renewal before the next renewal date using any cancellation method made available through the Services or by contacting us. Unless applicable law or an Order states otherwise, cancellation takes effect at the end of the then-current paid subscription period, and access remains available through that period.
4.5 Refunds
Except where required by law or expressly stated in an Order, checkout flow, trial offer, or written agreement, fees are non-refundable, including for partial subscription periods, unused seats, unused usage, or a Customer’s decision to stop using the Services before the end of a paid period.
4.6 Seat Changes
Additional seats may be added during an active subscription period and may be charged on a prorated basis for the remainder of that period. Reductions in seat quantity take effect at the next renewal period unless otherwise stated in an applicable Order. Removing or deactivating a user does not entitle Customer to a refund or credit for an already-paid seat.
4.7 Taxes
Fees are exclusive of sales, use, value-added, withholding, and similar taxes unless stated otherwise. You are responsible for applicable taxes associated with your purchase, excluding taxes based on Jazbic’s net income. If applicable law requires withholding, you will provide documentation reasonably requested by Jazbic.
4.8 Failed or overdue payments
If payment fails or becomes overdue, we may retry payment, suspend paid features, restrict account access, or terminate the subscription after reasonable notice, subject to applicable law. You remain responsible for amounts accrued before suspension or termination.
4.9 Trials and promotions
We may offer trials, pilot programs, promotional pricing, credits, or other temporary offers. Additional terms disclosed with the offer will apply. Unless stated otherwise, we may modify or discontinue an offer prospectively.
4.10 Price changes
We may change prices prospectively. For an existing paid subscription, we will provide reasonable notice before a price increase applies to a renewal period, unless a different notice period is required by law or agreed in writing.
5. LICENSE TO USE THE SERVICES
Subject to your compliance with these Terms and payment of any applicable fees, Jazbic grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the applicable subscription or access period solely for your internal business purposes.
No rights are granted except as expressly stated in these Terms or an applicable Order. You may permit authorized employees, contractors, or agents to use the Services on your behalf if you remain responsible for their compliance.
6. JAZBIC INTELLECTUAL PROPERTY
Jazbic and its licensors own all rights, title, and interest in and to the Services and Jazbic Materials, including software, source code, interfaces, workflows, system prompts or orchestration logic created by Jazbic, databases, documentation, designs, trademarks, logos, product names, and other materials provided by Jazbic, excluding Customer Content and AI Output to the extent described below.
You may not copy, modify, distribute, sell, license, lease, publicly display, reverse engineer, decompile, disassemble, derive source code from, or create derivative works of the Services except to the extent a restriction is prohibited by applicable law.
7. CUSTOMER CONTENT AND CUSTOMER DATA
"Customer Content" means information, prompts, notes, files, screenshots, images, audio or voice input, transcripts, customer or prospect information, contact information, opportunity and deal information, connected email or calendar content, memories, working context, and other data that you or your authorized users submit, upload, connect, transmit, or otherwise make available through the Services.
As between you and Jazbic, you retain all ownership rights you have in Customer Content. Jazbic does not claim ownership of your private customer, deal, email, calendar, note, file, transcript, or other business content.
You grant Jazbic a limited, non-exclusive, worldwide right to host, copy, transmit, index, transform, analyze, display, and otherwise process Customer Content only as reasonably necessary to provide, secure, maintain, support, and improve the user-facing Services; comply with your instructions; comply with law; and exercise our rights under these Terms. Jazbic does not use Customer Content to train or improve a general-purpose or shared AI model. Any use of Google Workspace data is further limited by applicable Google policies and the Privacy Policy.
You represent and warrant that you have all rights, permissions, notices, consents, and lawful bases necessary to provide Customer Content to Jazbic and to authorize the processing contemplated by the Services, these Terms, and the Privacy Policy. You are responsible for complying with confidentiality, employment, privacy, intellectual-property, and contractual obligations that apply to Customer Content.
Customer Content is not made public by default merely because it is submitted to Jazbic.
8. AI OUTPUT AND OWNERSHIP
The Services may generate summaries, recommendations, drafts, analyses, assessments, classifications, search results, extracted information, and other output using artificial intelligence ("AI Output"). AI Output is probabilistic and may contain errors, omissions, fabricated details, stale information, or inappropriate assumptions. You are responsible for independently reviewing AI Output and for decisions, communications, filings, promises, transactions, or actions taken in reliance on it. You must not represent AI Output as verified fact without appropriate review when accuracy is material.
As between you and Jazbic, and to the extent permitted by applicable law, you may use AI Output generated specifically for you for your internal business purposes. To the extent Jazbic has any transferable rights in such AI Output, Jazbic assigns those rights to you, excluding Jazbic Materials, third-party materials, and pre-existing intellectual property contained in or reflected by the output.
AI systems may generate the same or similar output for multiple users, and AI Output may not qualify for intellectual-property protection in every jurisdiction. Nothing in these Terms grants you exclusive rights in ideas, facts, public information, third-party materials, or output independently generated for another user.
AI Output may be inaccurate, incomplete, outdated, or unsuitable for a particular purpose. You are responsible for evaluating AI Output before using or relying on it. Jazbic is a productivity and decision-support tool and is not a substitute for professional legal, financial, accounting, medical, employment, or compliance advice.
9. FEEDBACK
If you voluntarily provide suggestions, ideas, feature requests, or other feedback specifically about Jazbic or the Services ("Feedback"), you grant Jazbic a perpetual, irrevocable, worldwide, royalty-free right to use, reproduce, modify, publish, and incorporate that Feedback for any lawful business purpose without compensation or attribution.
Feedback is different from Customer Content. This section does not transfer ownership of your private Customer Content to Jazbic.
10. CONFIDENTIALITY
Each party may receive non-public information from the other party that is identified as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Customer Content containing non-public business information is Customer Confidential Information. Non-public technical, product, security, pricing, and business information about Jazbic is Jazbic Confidential Information.
The receiving party will use Confidential Information only as necessary to exercise rights and perform obligations under the applicable agreement and will protect it using at least reasonable care. The receiving party may disclose Confidential Information to employees, contractors, professional advisers, and service providers who need to know it and are subject to confidentiality obligations.
Confidential Information does not include information that the receiving party can demonstrate: (a) is or becomes public without breach; (b) was lawfully known without confidentiality duty before disclosure; (c) is lawfully received from a third party without confidentiality duty; or (d) is independently developed without use of the other party’s Confidential Information.
A party may disclose Confidential Information when required by law or legal process, provided it gives notice where legally permitted and reasonably cooperates with efforts to limit disclosure.
11. THIRD-PARTY SERVICES AND INTEGRATIONS
The Services and Jazbic websites may interoperate with or rely on third-party products and services, including Google, Microsoft, OpenAI, Firebase, Amazon Web Services, Google reCAPTCHA, Google Analytics for consent-based analytics on jazbic.com, and email-delivery providers. Your use of a third-party service may also be governed by that provider's terms, privacy policies, and technical limitations.
Jazbic does not control third-party services and is not responsible for changes, outages, suspension, deletion, or other acts of third-party providers. We may modify, limit, suspend, or discontinue an integration if a provider changes its APIs, permissions, terms, availability, security requirements, or functionality.
You are responsible for maintaining valid authorization to any third-party account you connect and for complying with the provider’s rules. Disconnecting an integration may prevent the corresponding feature from functioning.
12. ACCEPTABLE USE
You may not use, or assist another person to use, the Services to:
Violate applicable law, regulation, sanctions, court order, or third-party rights.
Access, submit, disclose, or process information you are not authorized to access, submit, disclose, or process.
Infringe or misappropriate intellectual-property, privacy, publicity, confidentiality, trade-secret, or other rights.
Obtain or attempt to obtain another user’s credentials, authentication tokens, private data, or unauthorized system access.
Introduce malware, ransomware, malicious code, destructive payloads, or other material intended to compromise systems or data.
Interfere with, overload, disrupt, probe, scan, test, or circumvent the security, integrity, performance, or availability of the Services except through security testing expressly authorized by Jazbic.
Circumvent rate limits, seat limits, access controls, usage restrictions, authentication requirements, or other technical controls.
Reverse engineer, decompile, disassemble, or attempt to derive non-public source code, model configuration, prompts, or proprietary components except where applicable law expressly prohibits this restriction.
Scrape, crawl, harvest, extract, or systematically collect data through unauthorized automated means.
Use the Services, Jazbic Materials, or systematically extracted AI Output to build, train, benchmark, replicate, or improve a competing product or model without Jazbic’s written authorization.
Use the Services for spam, phishing, fraud, impersonation, harassment, threats, exploitation, or intentionally harmful conduct.
Use the Services to make decisions about individuals that produce legal or similarly significant effects solely through automated processing where prohibited by law.
Upload payment-card numbers, Social Security numbers, protected health information, biometric identifiers used for identification, or other specially regulated data unless Jazbic expressly supports that use in writing.
Authorized integrations, APIs, accessibility technologies, standard browser functionality, and automation expressly provided or approved by Jazbic are not prohibited merely because they operate automatically.
13. EMAIL, CALENDAR, AND THIRD-PARTY DATA RESPONSIBILITIES
If you connect Google, Microsoft, or another supported email or calendar provider, you authorize Jazbic to access and process the information covered by the permissions you grant solely for the user-facing functionality you request and as described in our Privacy Policy.
You may connect only accounts that you are authorized to connect. You are responsible for ensuring that your use of connected communications and third-party personal information is lawful and consistent with your employer’s or organization’s policies.
Google Workspace data is subject to Google's applicable API and user-data policies. Jazbic does not use Google Workspace data for advertising or data brokerage and does not use it to train or improve a general-purpose or shared AI model. Users may request deletion or manage connections as described in the Privacy Policy. Microsoft and other connected-service data is handled under the Privacy Policy and applicable provider terms.
14. SECURITY AND DATA PROTECTION
Jazbic maintains a risk-based information-security program with administrative, technical, and organizational safeguards designed to protect Customer Data. Safeguards may include encryption in transit, authentication and authorization controls, multi-factor authentication for designated privileged accounts, restricted administrative access, logging and monitoring, vulnerability and dependency-management practices, and backup and recovery controls. The specific controls applied to a system may change as Jazbic's architecture, providers, and risk profile evolve. Any security commitments that materially exceed this Section must be stated in a separate written security addendum, DPA, Order, or enterprise agreement signed or accepted by Jazbic.
No security measure is infallible. You remain responsible for appropriate user provisioning, credential security, internal access controls, endpoint security, and lawful configuration and use of the Services within your organization.
If Jazbic and Customer enter into a separate data processing agreement, security addendum, or enterprise agreement, that agreement will control to the extent of a direct conflict regarding the subject matter it governs.
15. BETA, PREVIEW, AND EXPERIMENTAL FEATURES
From time to time, Jazbic may offer beta, preview, early-access, experimental, or evaluation features. These features may be incomplete, change without notice, contain errors, or be discontinued. Unless otherwise agreed in writing, beta or preview features are provided for evaluation and may be subject to additional limits or terms.
You should not rely on beta or preview features for mission-critical workflows unless Jazbic expressly agrees otherwise in writing.
16. SERVICE MANAGEMENT, AVAILABILITY, AND SUPPORT
We may monitor the Services for security, abuse, reliability, performance, and compliance with these Terms. We may restrict content or activity that reasonably appears to violate law, these Terms, provider policies, or the rights or safety of others.
We may perform maintenance and may experience interruptions, delays, or errors. We do not guarantee uninterrupted or error-free availability. Unless an Order or service-level agreement expressly states otherwise, no specific uptime, response-time, recovery-time, or support-level commitment applies.
We may add, modify, replace, or discontinue features. We will use reasonable efforts to avoid materially reducing the core functionality of a paid plan during an active prepaid term without appropriate notice or remedy, but changes required for security, legal compliance, provider requirements, or technical necessity may occur more quickly.
17. SUSPENSION AND TERMINATION
These Terms remain in effect while you use the Services. You may stop using the Services at any time. Paid subscriptions remain subject to Section 4.
We may suspend or terminate access if: (a) you materially breach these Terms or an Order; (b) payment is overdue; (c) your use creates a security, legal, or material operational risk; (d) your use violates third-party provider requirements that apply to the Services; (e) we are required to do so by law; or (f) continued access could harm Jazbic, other users, or third parties.
Where appropriate and legally permitted, we will provide notice and a reasonable opportunity to cure a remediable breach before termination. We may suspend immediately where necessary to address security, fraud, abuse, legal, or provider-policy risks.
We may discontinue the Services or a material portion of them. If Jazbic permanently discontinues a prepaid paid Service for reasons unrelated to your breach, we will provide an appropriate remedy for the unused prepaid portion as required by law or the applicable Order.
18. DATA AFTER TERMINATION
Before termination or account deletion, you are responsible for retaining copies of Customer Content you need to preserve. Jazbic may provide export functionality or reasonable export assistance where available or expressly agreed, but does not guarantee a self-service export mechanism unless stated in an applicable Order. Jazbic is not a records-retention or archival service unless expressly agreed in writing.
After termination or account deletion, Jazbic may delete, de-identify, or make Customer Content inaccessible, subject to normal backup cycles, legal retention requirements, security obligations, provider policies, and any applicable Data Processing Addendum. Deletion from active systems may not immediately remove data from backups. We do not guarantee that deleted or inaccessible information can be restored. If a signed DPA or Order establishes a different deletion obligation for Customer Personal Data, that document controls to the extent of the conflict.
19. COPYRIGHT AND INTELLECTUAL PROPERTY COMPLAINTS
If you believe material made available through the Services infringes your copyright or other intellectual-property rights, send a written notice to admin@jazbic.com with enough information for us to identify the material, understand the claimed right, contact you, and evaluate the request. Jazbic may remove or restrict access to material where reasonably appropriate.
Jazbic does not represent that it has registered a designated DMCA agent unless and until such registration is completed.
20. EXPORT CONTROLS AND SANCTIONS
You may not use or access the Services in violation of U.S. export-control, sanctions, or trade laws or other applicable trade restrictions. You represent that you are not prohibited from receiving the Services under applicable law and will not provide access to a person or entity where doing so would violate applicable restrictions.
21. DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, INTEGRATIONS, AI FEATURES, AND AI OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE." JAZBIC DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
JAZBIC DOES NOT WARRANT THAT THE SERVICES OR AI OUTPUT WILL BE ACCURATE, COMPLETE, ERROR-FREE, UNINTERRUPTED, SECURE, OR SUITABLE FOR EVERY BUSINESS PURPOSE. THIRD-PARTY SERVICES MAY CHANGE OR BECOME UNAVAILABLE WITHOUT JAZBIC’S CONTROL. NOTHING IN THESE TERMS EXCLUDES RIGHTS OR WARRANTIES THAT CANNOT LAWFULLY BE EXCLUDED.
22. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, JAZBIC AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOSS OF GOODWILL, LOSS OF ANTICIPATED SAVINGS, OR LOSS OR CORRUPTION OF DATA, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, JAZBIC'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES, ANY ORDER, OR THESE TERMS WILL NOT EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO JAZBIC FOR THE SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM. IF YOU USED THE SERVICES WITHOUT PAYING FEES DURING THAT PERIOD, JAZBIC'S TOTAL AGGREGATE LIABILITY WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US $100), EXCEPT TO THE EXTENT A DIFFERENT MINIMUM LIABILITY IS REQUIRED BY APPLICABLE LAW.
FOR PURPOSES OF THIS SECTION 22, THE LIABILITY CAP IS CUMULATIVE AND APPLIES COLLECTIVELY TO ALL CLAIMS, CAUSES OF ACTION, THEORIES OF LIABILITY, REMEDIES, JUDGMENTS, SETTLEMENTS, ATTORNEYS' FEES OR COSTS AWARDED AGAINST JAZBIC, REFUNDS, SERVICE CREDITS, AND OTHER AMOUNTS PAYABLE BY JAZBIC ARISING OUT OF OR RELATING TO THE SERVICES OR THE AGREEMENT, TO THE FULLEST EXTENT PERMITTED BY LAW. ALL CLAIMS ARISING FROM THE SAME OR RELATED ACTS, OMISSIONS, EVENTS, SERVICES, OR CIRCUMSTANCES WILL BE TREATED AS A SINGLE CLAIM FOR PURPOSES OF THE AGGREGATE CAP, AND THE CAP WILL NOT BE MULTIPLIED BY THE NUMBER OF CLAIMS, LEGAL THEORIES, USERS, ORDERS, OR PROCEEDINGS.
THE LIMITATIONS IN THIS SECTION 22 LIMIT LIABILITY OF JAZBIC AND THE OTHER PROTECTED PARTIES IDENTIFIED ABOVE. THEY DO NOT LIMIT YOUR OBLIGATION TO PAY FEES OR OTHER AMOUNTS DUE TO JAZBIC, OR YOUR DEFENSE, INDEMNIFICATION, OR HOLD-HARMLESS OBLIGATIONS UNDER SECTION 23, EXCEPT TO THE EXTENT APPLICABLE LAW REQUIRES OTHERWISE.
The limitations in this Section apply regardless of the form of action and even if a remedy fails of its essential purpose, but they do not apply to liability that cannot lawfully be limited or excluded. Some jurisdictions do not allow certain exclusions or limitations, so some provisions may not apply to you.
23. INDEMNIFICATION
To the extent permitted by law, you will defend, indemnify, and hold harmless Jazbic and its affiliates, members, officers, employees, contractors, and agents from third-party claims, damages, losses, liabilities, judgments, penalties, and reasonable costs and attorneys’ fees arising from or relating to: (a) Customer Content you were not authorized to provide or process; (b) your unlawful or unauthorized use of the Services; (c) your material breach of these Terms or an Order; or (d) your infringement or misappropriation of a third party’s rights.
Jazbic will provide you with reasonably prompt notice of an indemnified claim, provided that a delay in notice will not relieve you of your obligations except to the extent you are materially prejudiced by the delay. You will cooperate fully with Jazbic in the investigation, defense, and settlement of the claim and will provide information and assistance reasonably requested by Jazbic.
At Jazbic's election, Jazbic may assume or control the defense of an indemnified claim using counsel reasonably selected by Jazbic. If Jazbic does not elect to control the defense, you will conduct the defense with counsel reasonably acceptable to Jazbic and will keep Jazbic reasonably informed. Covered reasonable defense costs and attorneys' fees are part of your indemnification obligations and must be paid or reimbursed as incurred, subject to applicable law.
You may not settle or compromise an indemnified claim without Jazbic's prior written consent if the settlement or compromise: (a) requires any payment by Jazbic; (b) admits fault, wrongdoing, or liability by Jazbic; (c) imposes injunctive, operational, security, data-handling, or other nonmonetary obligations on Jazbic; (d) restricts Jazbic's rights or business; or (e) does not provide Jazbic and the other indemnified parties with a full and unconditional release from the covered claim. Jazbic will not unreasonably withhold consent to a settlement that fully resolves the covered claim at your expense and imposes no obligation, admission, or restriction on Jazbic.
24. GOVERNING LAW AND DISPUTE RESOLUTION
24.1 Governing law
These Terms and disputes arising out of or relating to them are governed by the laws of the State of Florida, without regard to conflict-of-law principles, except to the extent federal law applies or mandatory law provides otherwise.
24.2 Notice, opportunity to cure, and informal resolution
Before initiating arbitration or asserting a contractual claim against Jazbic for an alleged breach of the Agreement that is reasonably capable of cure, the party asserting the claim must provide written notice describing the dispute, the alleged breach, and the requested relief in reasonable detail. The parties will attempt in good faith to resolve the dispute informally for at least thirty (30) days after the notice is received. During that period, Jazbic will have an opportunity to investigate and, where reasonably possible, cure the alleged breach. If an alleged breach cannot reasonably be cured within thirty (30) days, Jazbic will have a reasonable additional period to complete the cure if Jazbic begins corrective action within the initial thirty-day period and proceeds diligently toward completion. These notice and cure requirements do not apply where applicable law prohibits such a requirement, where immediate injunctive or equitable relief is reasonably necessary to prevent imminent harm, or where the nature of the alleged breach is not reasonably capable of cure. Nothing in this Section shortens any applicable statute of limitations or requires a party to delay filing where doing so would cause an applicable limitations period to expire.
24.3 Binding arbitration
If a dispute is not resolved through the informal process, it will be resolved by binding arbitration administered by the American Arbitration Association (AAA). For business disputes, the AAA Commercial Arbitration Rules will apply. If the AAA determines that consumer rules are legally required for a particular claimant, the applicable AAA Consumer Arbitration Rules will apply instead. The Federal Arbitration Act governs the interpretation and enforcement of this arbitration agreement.
The arbitration will be conducted by one arbitrator, in English. The legal seat of arbitration will be Palm Beach County, Florida, unless the parties agree otherwise or applicable law or AAA rules require a different location or procedure. Hearings may be conducted remotely where permitted by the applicable rules and determined appropriate by the arbitrator.
Each party will pay fees as required by the applicable AAA rules, except Jazbic will pay amounts it is required to pay by applicable law or that the arbitrator determines must be paid by Jazbic for this arbitration agreement to be enforceable.
24.4 Arbitration opt-out
If you are an individual accepting these Terms and applicable law permits an arbitration opt-out, you may opt out of this arbitration agreement by sending written notice to admin@jazbic.com within thirty (30) days after first accepting these Terms. Your notice must include your name, account email, and a clear statement that you wish to opt out of arbitration. Opting out of arbitration does not opt you out of any other provision of these Terms.
24.5 Exceptions
Either party may bring an eligible claim in small-claims court instead of arbitration. Either party may seek temporary, preliminary, or injunctive relief in a court of competent jurisdiction to protect intellectual property, Confidential Information, security, or against unauthorized access or misuse. A court may also address questions reserved for courts under applicable arbitration law and may enforce an arbitration award.
24.6 Individual proceedings and class-action waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DISPUTES MUST BE BROUGHT ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN A PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION OR ARBITRATION. If this waiver is unenforceable for a particular claim, that claim will proceed in a court of competent jurisdiction and not in class arbitration.
24.7 Court venue
For disputes that are not subject to arbitration, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in Palm Beach County, Florida, except where applicable mandatory law requires otherwise.
25. CHANGES TO THE TERMS
We may update these Terms from time to time. We will update the "Last updated" date when changes are made. If we make a material change, we will provide notice by email to the address associated with your account, through the Services, or by another reasonable method where required by applicable law or reasonably appropriate in light of the change.
Changes required for security, legal compliance, fraud prevention, third-party provider requirements, bug fixes, or newly introduced functionality may take effect sooner when reasonably necessary. Continued use after updated Terms become effective constitutes acceptance to the extent permitted by law.
26. ELECTRONIC COMMUNICATIONS AND NOTICES
You consent to receive agreements, notices, disclosures, invoices, receipts, and other communications electronically, including by email and through the Services. Electronic communications satisfy legal requirements that communications be in writing to the extent permitted by law.
Notices to Jazbic under these Terms should be sent to admin@jazbic.com unless another address is specified for a particular notice. Privacy requests should be sent to privacy@jazbic.com.
27. MISCELLANEOUS
27.1 Entire agreement and order of precedence
These Terms, together with any applicable Order, Data Processing Addendum, Security Addendum, Statement of Work, service level agreement, or other written terms that are expressly incorporated into or executed under the agreement between Jazbic and Customer (collectively, the "Agreement"), constitute the entire agreement between the parties concerning the Services and supersede prior or contemporaneous proposals, communications, and understandings concerning the same subject matter. A document that has not been executed, accepted, or expressly incorporated does not form part of the Agreement. Jazbic's Privacy Policy describes Jazbic's privacy practices and is not incorporated as a contractual warranty or service-level commitment unless an applicable signed agreement expressly states otherwise or applicable law requires otherwise.
If there is a conflict, a signed Order or enterprise agreement controls only with respect to the specific commercial terms it expressly addresses, and a signed Data Processing Addendum or Security Addendum controls only with respect to the specific data-protection or security terms it expressly addresses.
Notwithstanding the foregoing, no Order, Data Processing Addendum, Security Addendum, Statement of Work, service level agreement, purchase order, vendor form, or other document will modify, increase, waive, or create an exception to Section 21 (Disclaimer of Warranties), Section 22 (Limitation of Liability), Section 23 (Indemnification), or Section 24 (Governing Law and Dispute Resolution) unless the applicable document expressly identifies the affected section by number and expressly states that the parties intend to modify that section. Except for such an express modification, Sections 21 through 24 remain controlling.
27.2 Non-reliance
Except for statements expressly included in the Agreement, Customer acknowledges that it has not relied on any representation, warranty, promise, projection, forecast, roadmap, demonstration, sales statement, description of future functionality, or other commitment in deciding to enter into the Agreement or use the Services. Nothing in this Section excludes or limits liability for intentional fraud to the extent such liability cannot lawfully be excluded or limited.
27.3 Assignment
You may not assign these Terms without Jazbic’s prior written consent, except in connection with a merger or sale of substantially all of your business or assets where the assignee is not a direct competitor of Jazbic and assumes your obligations. Jazbic may assign these Terms in connection with a merger, acquisition, financing, reorganization, corporate restructuring, or sale of assets.
27.4 Severability and waiver
If any provision is held unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions will remain in effect. A failure to enforce a provision is not a waiver.
27.5 Force majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, widespread Internet or cloud-provider failures, labor disputes, war, terrorism, civil unrest, government action, epidemics, or failures of third-party infrastructure, except for payment obligations already due.
27.6 No agency
Nothing in these Terms creates a partnership, joint venture, fiduciary, franchise, agency, or employment relationship between the parties.
27.7 No third-party beneficiaries
Except as expressly stated, these Terms do not create rights for third-party beneficiaries.
27.8 Headings
Headings are for convenience only and do not affect interpretation.
28. CONTACT US
Jazbic LLC
General and legal inquiries: admin@jazbic.com
Privacy inquiries: privacy@jazbic.com
22384 Pineapple Walk Dr
Boca Raton, FL 33433
United States