Terms of Service

1. Agreement and parties

1.1 These Terms of Service (“Terms”) are an agreement between Groweasy Online Digital Technology Private Limited, operating as Maino.ai, a company incorporated in India with its registered office at 1779, 19th Main Road, Vanganahalli, Sector 4, HSR Layout, Bengaluru, Karnataka 560102, India (“Maino”, “we”, “us”), and the organisation that accepts them (“Customer”, “you”). Maino AI Inc., a Delaware corporation, is a subsidiary of Maino. Unless an order form states otherwise, Maino is the contracting party.

1.2 By creating an account, signing an order form that refers to these Terms, or using the Service, you accept these Terms. If you accept on behalf of an organisation, you confirm that you are authorised to bind it.

1.3 The Agreement between us consists of these Terms, any order form, the Data Processing Agreement (“DPA”) and our Privacy Policy (together, the “Agreement”). If they conflict, the order form prevails, then the DPA on data protection matters, then these Terms.

2. The Service

2.1 The “Service” means the Maino platform, available through maino.ai and its application domains, including creative intelligence, optimisation intelligence, insights intelligence and the Flare marketing agent, as described in your order form or plan.

2.2 We may improve and change the Service. We will not materially reduce the core functionality of a paid Service during your subscription term.

3. Accounts and authorised users

3.1 You may allow your employees and contractors to use the Service on your behalf (“Authorised Users”). Authorised Users must be at least 18 years old.

3.2 You are responsible for your Authorised Users’ use of the Service, for keeping login credentials confidential, and for the accuracy of account information.

3.3 Tell us promptly at contact@maino.ai if you become aware of any unauthorised access to your account.

4. Permitted use

Subject to these Terms, we grant you a non-exclusive, non-transferable right during your subscription term to access and use the Service for your internal business purposes, including managing advertising for your own brands or, where your plan allows, for your clients.

5. Restrictions

You will not, and will not allow anyone else to:

• copy, modify, reverse engineer, decompile or create derivative works of the Service, except where the law permits this despite this restriction;
• resell, sublicense or provide the Service to third parties, except as your plan allows;
• scrape, crawl or use automated means to access the Service outside its published interfaces;
• interfere with or disrupt the Service, its security or the networks it runs on;
• use the Service to break any law, infringe anyone’s rights, or send unlawful content;
• use the Service to build a competing product; or
• upload content you do not have the right to use.

6. Connected platforms

6.1 The Service connects to advertising, measurement (MMP) and CRM platforms you authorise (“Connected Platforms”). You authorise Maino to access your Connected Platform accounts to retrieve campaign-level, aggregated performance data, and to make the optimisation changes, such as budget and bid changes, that you configure in the Service, within the guardrails you set.

6.2 Maino does not retrieve user-level data from Connected Platforms.

6.3 You can disconnect a Connected Platform at any time. Your use of each Connected Platform remains subject to that platform’s terms, and you are responsible for complying with them.

7. Customer Data

7.1 “Customer Data” means data you or your Authorised Users submit to the Service or that the Service retrieves from your Connected Platforms, including creatives.

7.2 You own Customer Data. You grant Maino a non-exclusive, worldwide, royalty-free licence during your subscription term to use Customer Data solely to provide, maintain and support the Service, as described in the DPA.

7.3 You confirm that you have the rights and permissions needed for Maino to process Customer Data under these Terms.

7.4 Maino may create aggregated, de-identified data from use of the Service that identifies neither you nor any individual, and use it to improve the Service and to produce benchmarks.

8. AI features

8.1 The Service uses artificial intelligence, including third-party AI models, to provide recommendations, analysis, creative tagging and generated content (“Outputs”).

8.2 Outputs are recommendations. You are responsible for reviewing Outputs before relying on them or publishing them, including checking that generated creatives comply with advertising platform policies and applicable law.

8.3 As between you and Maino, you own the Outputs generated for you, subject to any third-party rights in the material you provided.

8.4 Neither Maino nor its AI providers use Customer Data to train or fine-tune AI models.

9. Data protection

9.1 The DPA forms part of these Terms and governs Maino’s processing of personal data on your behalf.

9.2 Our Privacy Policy explains how we handle personal information we collect as a controller, such as account and website data.

10. Fees and payment

10.1 You will pay the fees set out in your order form or plan. Unless stated otherwise, fees are billed in advance, are non-refundable and exclude taxes.

10.2 You are responsible for applicable taxes, including GST, other than taxes on Maino’s income.

10.3 If an undisputed invoice is more than 30 days overdue, we may suspend the Service after giving you at least 10 days’ written notice.

11. Term and termination

11.1 These Terms apply from when you accept them until all subscriptions end. Subscriptions renew for the same period unless either party gives notice of non-renewal at least 30 days before the end of the current term, or as your order form states.

11.2 Either party may terminate the Agreement by written notice if the other party materially breaches it and does not fix the breach within 30 days of notice.

11.3 We may suspend access immediately if your use of the Service creates a security risk, breaks the law or seriously breaches section 5. We will tell you promptly and restore access once the issue is resolved.

11.4 When the Agreement ends, your right to use the Service ends. You may export your data before the end date. We delete Customer Data, revoke Connected Platform access and disconnect integrations within 30 days, as described in the DPA.

11.5 Sections 7.4, 8.3, 10, 11.4, 12, 13, 15, 16, 19 and 20 survive termination.

12. Confidentiality

12.1 Each party will keep the other’s non-public business, technical and financial information (“Confidential Information”) confidential, use it only to perform the Agreement, and protect it with at least reasonable care.

12.2 These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it, is received lawfully from a third party, or is independently developed. A party may disclose Confidential Information where required by law, after giving the other party notice where lawful.

13. Intellectual property

13.1 Maino and its licensors own all rights in the Service, including its software, models, designs and documentation. We reserve all rights not expressly granted in these Terms.

13.2 If you give us feedback about the Service, we may use it without restriction or obligation to you.

13.3 If you believe content in the Service infringes your rights, contact contact@maino.ai.

14. Warranties and disclaimers

14.1 Each party confirms it has the authority to enter into the Agreement.

14.2 Maino will provide the Service with reasonable skill and care, in line with its documentation.

14.3 Except as stated in this section, the Service is provided “as is”. To the extent permitted by law, Maino disclaims all other warranties, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. Maino does not guarantee specific advertising results, such as return on ad spend or acquisition cost, or that the Service will be uninterrupted or error-free.

15. Limitation of liability

15.1 Neither party is liable for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, goodwill or data, however caused, even if advised of the possibility.

15.2 Each party’s total liability arising out of or relating to the Agreement is limited to the fees paid or payable by Customer to Maino in the 12 months before the event giving rise to the claim.

15.3 The limits in this section do not apply to a party’s indemnity obligations, to Customer’s payment obligations, to breach of section 5, or to liability that cannot be limited by law.

16. Indemnities

16.1 Maino will defend Customer against any third-party claim alleging that the Service, as provided by Maino, infringes that third party’s intellectual property rights, and will pay the damages and costs finally awarded or agreed in settlement. This does not apply to claims arising from Customer Data, Outputs created from Customer’s inputs, or use of the Service in breach of the Agreement.

16.2 Customer will defend Maino against any third-party claim arising from Customer Data, Customer’s use of Connected Platforms, or Customer’s use of the Service in breach of the Agreement or the law, and will pay the damages and costs finally awarded or agreed in settlement.

16.3 The indemnified party must notify the other promptly of the claim, allow it to control the defence and settlement, and provide reasonable cooperation.

17. Changes to these Terms

We may update these Terms. We will give at least 30 days’ notice of material changes by email to your account administrator and by notice on the Site. Changes apply from the start of your next subscription term, unless they are required by law or you agree to them sooner. If you do not agree to a change, you may decide not to renew.

18. Notices

We send notices to the email address of your account administrator. You send legal notices to contact@maino.ai, with a copy by post to our registered office. Notices take effect when received.

19. Governing law and jurisdiction

The Agreement is governed by the laws of India. The courts at Bengaluru, Karnataka have exclusive jurisdiction over any dispute arising out of or relating to it.

20. General

20.1 Assignment. Neither party may assign the Agreement without the other’s written consent, except to a successor in a merger, acquisition or sale of all or substantially all of its relevant assets, with notice to the other party.

20.2 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, other than payment obligations.

20.3 Independent parties. The parties are independent contractors. Nothing in the Agreement creates a partnership, agency or employment relationship.

20.4 Publicity. Maino may name Customer as a customer and display its logo in its customer lists, unless Customer opts out by emailing contact@maino.ai.

20.5 Severability and waiver. If any part of the Agreement is held unenforceable, the rest remains in effect. A failure to enforce a right is not a waiver of it.

20.6 Entire agreement. The Agreement is the entire agreement between the parties about its subject matter and replaces all prior agreements and proposals. Terms in a Customer purchase order do not apply.

21. Contact

• Email, for all enquiries, legal notices and privacy matters: contact@maino.ai
• Registered office: Groweasy Online Digital Technology Private Limited, 1779, 19th Main Road, Vanganahalli, Sector 4, HSR Layout, Bengaluru, Karnataka 560102, India