Enterprise Terms of Service
These Master Platform Terms govern the subscription, deployment, and operation of the Manna Analytics autonomous business operating platform and related products.
1. Master Subscription Scope
By executing an Order Form or deploying Manna software across enterprise clusters, Customer agrees to be bound by these Master Terms. Manna grants Customer a non-exclusive, worldwide, subscription-based license to access and utilize Manna’s modular ERP, Manuscript Management, and automated telemetry APIs in accordance with purchased capacity tiers.
This agreement applies to both hosted SaaS subscriptions and customer-managed private VPC deployments on AWS, Azure, or GCP.
2. 99.99% Availability & Telemetry SLA
Manna commits to an enterprise operational availability Service Level Agreement of 99.99% uptime during each calendar billing cycle, excluding scheduled maintenance windows announced at least 72 hours in advance.
In the event of unexcused downtime exceeding SLA thresholds, Customer is eligible for proportional Service Credits calculated against monthly subscription fees upon written claim submitted within 30 days of the incident.
3. IP Sovereignty & Customer Data
Customer Data Ownership: As between Manna and Customer, Customer retains 100% sole and exclusive ownership of all right, title, and intellectual property in Customer Data, manuscript submissions, transactional ledger entries, and custom business rules.
Manna claims no proprietary rights or derivative ownership over any content or calculations generated through Customer’s utilization of the platform.
4. Enterprise Security & Acceptable Use
Customer agrees not to:
- Reverse engineer, decompile, or disassemble core platform binaries or proprietary deterministic parsing algorithms.
- Circumvent API rate limits, tenant isolation barriers, or cryptographic access tokens.
- Utilize the platform to ingest malicious software, contraband payloads, or unlawful content in violation of export regulations.
5. Commercial Terms & Invoicing
Platform subscription fees are billed annually or quarterly in advance as specified on the executed Order Form. Payment terms are Net 30 days from date of invoice. All fees are quoted and payable in United States Dollars (USD), exclusive of applicable local, state, or international sales/VAT taxes.
6. Term, Renewal & Orderly Exit
Subscriptions automatically renew for successive 12-month periods unless either party provides written notice of non-renewal at least 60 calendar days prior to expiration.
Upon expiration or termination, Manna guarantees a 30-day graceful transition window during which Customer may extract all transaction records, schema configurations, and manuscript archives via standard gRPC / REST bulk endpoints at zero additional export surcharge.
7. Warranties & Limitation of Liability
Manna warrants that the platform will operate substantially in conformance with its published documentation and that services are rendered with commercial diligence and skill in accordance with prevailing software engineering standards.
Except for breaches of confidentiality, willful misconduct, or gross negligence, neither party’s aggregate cumulative liability under this Agreement shall exceed the total amounts paid or payable by Customer in the 12 months preceding the claim.
8. Governing Law & Dispute Resolution
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of laws principles. Any dispute arising under or in connection with this Agreement shall be resolved through confidential, binding arbitration conducted by the American Arbitration Association (AAA) in Wilmington, Delaware.