Michell + Marteen

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Terms & Conditions

Michell + Marteen LLC  ·  Effective Date: January 1, 2025  ·  Last Updated: January 1, 2025

Contents
  • Acceptance of Terms
  • About M+M
  • Use of Services
  • Intellectual Property
  • Disclaimer of Warranties
  • Limitation of Liability
  • Indemnification
  • Third-Party Services
  • AI & Automation Services
  • No Professional Advice
  • Termination
  • Governing Law & Disputes
  • Miscellaneous
  • Contact

1. Acceptance of Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Michell + Marteen LLC, a Georgia limited liability company ("Michell + Marteen," "M+M," "we," "us," or "our").

By accessing or using any website, platform, product, service, or digital property owned, operated, or provided by Michell + Marteen or its portfolio companies — including Maven, Brightstack, SyncIQ, and M+M (collectively, the "Services") — you agree to be bound by these Terms in their entirety.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY CEASE ALL USE OF OUR SERVICES. YOUR CONTINUED USE OF ANY SERVICE CONSTITUTES YOUR UNCONDITIONAL ACCEPTANCE OF THESE TERMS AND ANY UPDATES THERETO.

These Terms apply to all visitors, users, customers, and others who access or use any of the Services, regardless of whether they have created an account or entered into a separate written agreement with us. A separate written agreement, if executed, governs only to the extent it expressly supersedes these Terms; all other provisions of these Terms remain in full force.

2. About Michell + Marteen

Michell + Marteen LLC is a parent holding company that owns and operates a portfolio of AI-driven software and automation businesses. M+M is not a licensed legal, financial, medical, or professional advisory firm. Nothing on our websites or in our Services constitutes legal, financial, tax, medical, or other regulated professional advice.

Our portfolio companies operate independently. Michell + Marteen LLC is a separate legal entity from Maven, Brightstack, SyncIQ, and M+M. Engaging with a portfolio company does not create a contractual relationship with Michell + Marteen LLC unless expressly stated in a signed written agreement.

3. Use of Services

Permitted Use

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your lawful personal or internal business purposes.

Prohibited Conduct

You agree not to, and will not permit others to:

  • Use the Services for any unlawful purpose or in violation of any applicable laws or regulations
  • Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Services without express written permission from M+M
  • Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from any of our software or systems
  • Circumvent, disable, or otherwise interfere with security-related features of the Services
  • Use automated tools (bots, scrapers, crawlers) to access, collect, or harvest data from our Services without prior written consent
  • Transmit any unsolicited commercial communications, spam, or malware through or in connection with our Services
  • Misrepresent your identity, affiliation, or relationship with Michell + Marteen or any portfolio company
  • Engage in any conduct that could damage, impair, or overburden our infrastructure or Services
  • Use the Services in any manner that could create liability for M+M or any portfolio company

Account Responsibility

If you create an account with any of our Services, you are solely responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. You agree to notify us immediately of any unauthorized use. We are not liable for any loss or damage arising from your failure to comply with this requirement.

4. Intellectual Property

All content, materials, software, designs, trademarks, service marks, logos, trade names, and intellectual property contained in or associated with the Services — including but not limited to text, graphics, code, data, workflows, automation configurations, and AI model outputs — are the exclusive property of Michell + Marteen LLC or its licensors and are protected by applicable intellectual property laws.

Nothing in these Terms grants you any ownership interest, license, or right to use any M+M intellectual property except the limited use license expressly described in Section 3. Any unauthorized use constitutes infringement and may subject you to legal action.

User-Submitted Content

By submitting, uploading, or transmitting any content to our Services ("User Content"), you grant Michell + Marteen and its portfolio companies a worldwide, royalty-free, irrevocable, perpetual, sublicensable license to use, reproduce, modify, adapt, publish, translate, distribute, and display that content in connection with operating and improving our Services. You represent and warrant that you have all rights necessary to grant this license and that your User Content does not infringe any third-party rights.

5. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MICHELL + MARTEEN LLC AND ITS PORTFOLIO COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:

(A) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT;
(B) WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS;
(C) WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF ANY CONTENT, DATA, OR RESULTS PRODUCED BY OR THROUGH THE SERVICES;
(D) WARRANTIES THAT DEFECTS WILL BE CORRECTED;
(E) WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

No advice, output, or information — whether oral or written — obtained from Michell + Marteen or through the Services shall create any warranty not expressly stated in these Terms. You assume all risk associated with your use of the Services and any reliance on information provided therein.

6. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MICHELL + MARTEEN LLC, ITS PORTFOLIO COMPANIES (INCLUDING MAVEN, BRIGHTSTACK, SYNCIQ, AND M+M), OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY:

(A) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES;
(B) LOSS OF PROFITS, REVENUE, DATA, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS;
(C) DAMAGES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA OR TRANSMISSIONS;
(D) DAMAGES ARISING FROM THE CONDUCT OR CONTENT OF ANY THIRD PARTY;
(E) ANY OTHER INTANGIBLE LOSSES —

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT M+M HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

To the extent any liability of Michell + Marteen is not fully disclaimed under applicable law, our total aggregate liability to you for all claims arising out of or relating to these Terms or the Services shall not exceed the greater of: (a) the total amount you paid to Michell + Marteen or the applicable portfolio company in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100.00).

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the fullest extent permitted by law. The limitations in this section are fundamental elements of the basis of the bargain between M+M and you.

7. Indemnification

You agree to defend, indemnify, and hold harmless Michell + Marteen LLC, its portfolio companies, parent entities, affiliates, and each of their respective officers, directors, members, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and attorneys' fees arising out of or relating to:

  • Your access to or use of the Services
  • Your violation of these Terms or any applicable law or regulation
  • Any content you submit, post, or transmit through the Services
  • Your infringement of any intellectual property or other rights of any third party
  • Your negligence, willful misconduct, or fraud
  • Any dispute between you and any third party in connection with the Services

Michell + Marteen reserves the right, at your expense, to assume exclusive control of the defense of any matter subject to indemnification. You agree to cooperate fully with M+M's defense of such claims and not to settle any such matter without M+M's prior written consent.

8. Third-Party Services

Our Services may integrate with, link to, or rely upon third-party platforms, tools, applications, and services. These include but are not limited to payment processors, CRM systems, scheduling platforms, communication tools, marketing automation platforms, and AI model providers.

Michell + Marteen is not responsible for the availability, accuracy, content, policies, or practices of any third-party service. Your use of third-party services is governed solely by their respective terms of service and privacy policies. We disclaim all liability for any harm or damages arising from your interaction with third-party services, including those integrated into or accessed through our Services.

The inclusion or recommendation of any third-party service does not constitute an endorsement or warranty by M+M.

9. AI & Automation Services

Certain Services provided by Michell + Marteen and its portfolio companies involve artificial intelligence, machine learning, and automated workflows ("AI Services"). By using these AI Services, you acknowledge and agree to the following:

Nature of AI Outputs

AI-generated content, recommendations, analyses, and outputs are produced by automated systems and may be inaccurate, incomplete, outdated, or inappropriate for your specific circumstances. You are solely responsible for evaluating, verifying, and determining the suitability of any AI output before acting upon it.

No Guarantee of Results

We make no representation or warranty that AI or automation Services will achieve any particular business outcome, performance improvement, revenue increase, cost reduction, or other result. Actual results will vary based on factors outside our control, including your business environment, the quality of data provided, and market conditions.

Human Oversight

You acknowledge that AI and automation systems may make errors and that human oversight is required for any decision with significant business, financial, legal, or operational consequences. Michell + Marteen and its portfolio companies are not responsible for decisions made in reliance on automated outputs without appropriate human review.

Data Inputs

You are solely responsible for the accuracy, legality, and quality of any data you provide to or through our AI Services. We disclaim all liability for outputs produced from inaccurate, incomplete, or unlawfully obtained input data.

10. No Professional Advice

Nothing contained in or provided through the Services constitutes legal, financial, tax, medical, psychological, or other licensed professional advice. Any information provided is for general informational purposes only and should not be relied upon as a substitute for consultation with a qualified professional.

Michell + Marteen expressly disclaims all liability for any action taken or not taken in reliance on information provided through the Services. You should seek independent professional advice before making any significant business, financial, legal, or operational decision.

11. Termination

Michell + Marteen reserves the right, in its sole and absolute discretion, to suspend, restrict, or terminate your access to any or all of the Services at any time, for any reason or no reason, with or without notice, and without liability to you.

You may discontinue use of the Services at any time. Termination of your access does not relieve you of any obligations incurred prior to termination, including payment obligations under any separate service agreement.

Upon termination, all provisions of these Terms which by their nature should survive termination — including intellectual property provisions, disclaimer of warranties, limitation of liability, indemnification, and governing law — shall survive.

12. Governing Law & Dispute Resolution

Governing Law

These Terms and any dispute arising out of or relating to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of Georgia, United States, without regard to its conflict of law principles.

Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services that cannot be resolved informally shall be submitted to binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted in Atlanta, Georgia. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST MICHELL + MARTEEN OR ANY OF ITS PORTFOLIO COMPANIES. ALL CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION.

Jury Trial Waiver

To the extent any dispute is resolved in court rather than arbitration, you and Michell + Marteen each waive any right to a jury trial in connection with such dispute.

Time Limitation on Claims

Any claim or cause of action arising out of or relating to these Terms or the Services must be filed within one (1) year after such claim or cause of action arose, regardless of any statute of limitations to the contrary. Claims not filed within this period are permanently barred.

13. Miscellaneous

Entire Agreement

These Terms, together with the Privacy Policy and any applicable service-specific terms, constitute the entire agreement between you and Michell + Marteen with respect to the Services and supersede all prior agreements, representations, and understandings.

Modifications

Michell + Marteen reserves the right to modify these Terms at any time, in its sole discretion, without prior notice. Modifications are effective immediately upon posting. Your continued use of the Services following any modification constitutes your acceptance of the revised Terms. It is your responsibility to review these Terms periodically.

Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, and all other provisions shall remain in full force and effect.

No Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be made in writing and signed by an authorized representative of Michell + Marteen to be effective.

Assignment

You may not assign or transfer any rights or obligations under these Terms without M+M's prior written consent. Michell + Marteen may freely assign these Terms or any of its rights or obligations hereunder without restriction, including in connection with a merger, acquisition, or sale of assets.

Force Majeure

Michell + Marteen shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including acts of God, natural disasters, pandemic, war, terrorism, labor disputes, power outages, internet or telecommunications failures, or governmental action.

No Third-Party Beneficiaries

These Terms do not confer any rights or remedies upon any third party. Nothing herein creates any agency, partnership, joint venture, or employment relationship between you and Michell + Marteen.

14. Contact

Questions regarding these Terms should be directed to:

Michell + Marteen LLC
Houston, Texas
legal@michellmarteen.com

Submission of a contact request does not create an attorney-client relationship or any other legal relationship between you and Michell + Marteen. For legal matters, please retain qualified legal counsel.

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