Terms of Use

1. The service

Harmon Commerce provides software that lets merchants create and operate online stores, bookings, dealerships and related commerce experiences, together with a dashboard, extensions and integrations. We may add, change or remove features over time.

2. AI and automated features

The Platform includes assistant, automation and machine-learning features (including "Ask Harmon") that can generate content and, when you direct them, take actions in your store such as creating, editing or removing catalog items, adjusting stock, changing prices, and processing orders or refunds. These features are provided as an aid and may produce inaccurate, incomplete or unexpected results.

You are responsible for reviewing and confirming any output or action before you rely on it, and for the results of actions you authorize these features to take on your behalf. To the fullest extent permitted by law, we do not warrant the accuracy, completeness or suitability of any AI-generated output, and we are not liable for outcomes arising from your use of, or reliance on, these features. You are responsible for ensuring your use of AI features complies with applicable law and the rights of others.

3. Accounts and eligibility

You must be at least the age of majority in your jurisdiction and able to form a binding contract to use the Platform. You are responsible for the accuracy of the information you provide and for all activity under your account.

• Keep your credentials confidential and notify us promptly of any unauthorized use.
• You are responsible for your team members' and staff's use of your account.
• You must not share, sell or transfer your account without our consent.

4. Your store and your content

You retain ownership of the content, catalog, branding and data you upload or generate through the Platform ("Your Content"). You grant us a limited license to host, process and display Your Content as needed to operate the Platform and provide the service to you.

As a merchant, you are the controller of your shoppers' personal data and are responsible for your own privacy notice, storefront terms, tax handling, fulfilment and customer service. You must have all rights and consents needed for Your Content and for the data you process through the Platform.

5. Your transactions and your customers

The Platform is a tool you use to sell your own products and services to your own customers. You are the seller and merchant of record for every transaction you conduct through the Platform. We are not a party to, and are not responsible for, any contract, sale, payment, delivery, return, refund, warranty or dispute between you and your customers. You are solely responsible for your products and services, including their quality, safety, legality and fitness, for pricing and taxes, for fulfilment and customer service, and for any consumer-protection, licensing, labelling or disclosure obligations that apply to what you sell.

Where the Platform helps you accept payments, payment processing is provided by third-party payment providers under their own terms, and funds flow under your arrangements with those providers. ZeenConnect Limited is not a bank, payment institution, money transmitter or escrow service, and does not hold funds on your behalf except as expressly stated for Platform fees. You are responsible for chargebacks, refunds, reversals and payment disputes relating to your sales, and for any fees, fines or penalties imposed by payment providers, card networks or regulators in connection with your account. We may recover amounts you owe us, including by set-off against credits, balances or other amounts payable to you.

6. Acceptable use

You agree not to, and not to permit anyone to:

• Use the Platform to sell illegal goods or services, or in violation of any applicable law.
• Infringe intellectual-property, privacy or other rights of others.
• Upload malware, or attempt to gain unauthorized access to the Platform or other tenants' data.
• Interfere with or disrupt the integrity or performance of the Platform, or circumvent usage limits or security controls.
• Reverse engineer or copy the Platform except to the extent permitted by law.
• Use the Platform to send spam or unlawful, deceptive or harmful communications.

7. High-risk and regulated activity

You are responsible for holding all licences, permits, registrations and insurance required for your business and for what you sell, including where you operate a dealership, tours or activities, professional or personal services, or sell age-restricted, regulated or high-risk goods.

You must not use the Platform to offer or sell items or services that are unlawful in any jurisdiction where you or your customers are located, or that you are not licensed to sell. Where your business involves activities that carry a risk of personal injury or property damage, such as tours, rentals or in-person services, you are solely responsible for the safety, conduct and insurance of those activities and for any waivers, disclosures or consents your customers require.

We may immediately suspend or remove any store, content or activity we reasonably believe breaches this section or exposes us or others to legal risk, without refund and without liability.

8. Fees, plans and billing

Paid plans, add-ons and usage-based charges (such as credits) are billed as described at sign-up and on our pricing page. Unless stated otherwise:

• Subscription fees are billed in advance on a recurring basis and are non-refundable except where required by law.
• Free trials convert to a paid plan unless cancelled before the trial ends; a valid payment method may be required to continue.
• We may change fees on reasonable notice; changes take effect at your next billing cycle.
• You are responsible for applicable taxes, and for keeping your payment method current. We may suspend the Platform for non-payment.

9. Third-party extensions and integrations

The Platform lets you enable extensions, payment providers and other third-party services. Your use of those services is governed by their own terms, and we are not responsible for third-party services. Enabling an integration authorizes the exchange of data needed to provide it.

10. Our intellectual property

The Platform, including its software, design, and the Harmon name and logos, is owned by ZeenConnect Limited and its licensors and is protected by intellectual-property laws. Except for the rights expressly granted to you, we reserve all rights. You may not use our marks without our prior written permission.

11. Intellectual-property claims

If you believe content on the Platform infringes your intellectual-property rights, send a notice to legal@zeenconnect.com identifying the work, the material you say infringes it and where it is located, your contact details, and a statement of your good-faith belief and of the accuracy of your notice. We may remove or disable access to allegedly infringing content, and we will terminate the accounts of repeat infringers in appropriate circumstances.

12. Suspension and termination

You may stop using the Platform and close your account at any time. We may suspend or terminate access if you breach these Terms, fail to pay, or where necessary to protect the Platform, other users, or to comply with law.

On termination, your right to use the Platform ends. We will make Your Content available for export for a reasonable period where practicable, after which we may delete it in the ordinary course, subject to legal retention requirements.

13. Disclaimers

The Platform is provided "as is" and "as available". To the fullest extent permitted by law, ZeenConnect Limited disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free or secure.

The Platform depends on the internet, third-party infrastructure and third-party services, and may be unavailable, interrupted or delayed. We do not warrant any level of availability or uptime, or that data will not be lost, and we provide no service-level commitment unless we agree one with you in a separate written order. You are responsible for maintaining your own copies and exports of Your Content. Beta, preview, trial or experimental features are provided "as is" without any warranty and may be changed or withdrawn at any time.

14. Limitation of liability

To the fullest extent permitted by law, ZeenConnect Limited will not be liable for any indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill. Our total liability arising out of or relating to these Terms will not exceed the amounts you paid us for the Platform in the twelve months before the event giving rise to the claim.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, such as liability for death or personal injury caused by negligence, or for fraud. The exclusions and the cap above do not apply to your obligation to pay fees, your indemnification obligations, or your breach of the "Acceptable use", "High-risk and regulated activity" or intellectual-property provisions. The limitations apply even if a limited remedy fails of its essential purpose. Some jurisdictions do not allow certain exclusions or limitations, so parts of this section may not apply to you.

15. Indemnification

You will defend, indemnify and hold harmless ZeenConnect Limited and its affiliates from claims, losses and expenses arising out of Your Content, your use of the Platform, your products or services sold through it, or your breach of these Terms or applicable law.

16. Governing law and disputes

These Terms are governed by the laws of Jamaica, without regard to its conflict-of-laws rules. Subject to the "Dispute resolution" section below, you and ZeenConnect Limited submit to the exclusive jurisdiction of the courts of Jamaica for the enforcement of any arbitral award, for claims that cannot by law be arbitrated, and for applications for injunctive relief.

17. Dispute resolution

Before starting any formal proceeding, you agree to contact us at legal@zeenconnect.com and give us 30 days to resolve the dispute in good faith. Neither party may begin proceedings until this period ends, except for an application for urgent injunctive relief.

Any claim arising out of or relating to these Terms or the Platform must be brought within one year after the claim arises; otherwise it is permanently barred, to the extent permitted by law. In any dispute arising out of these Terms, the prevailing party is entitled to recover its reasonable legal costs and expenses, to the extent permitted by law.

Any dispute that is not resolved informally will be finally settled by binding arbitration seated in Jamaica [CONFIRM: city and arbitral institution / rules], conducted in English before a single arbitrator. To the fullest extent permitted by law, each party waives any right to a trial by jury and agrees that claims may be brought only in an individual capacity, and not as a plaintiff or class member in any class, collective or representative proceeding.

18. Changes to these Terms

We may update these Terms from time to time. When we make material changes we will update the 'Last updated' date and, where appropriate, notify you. Continued use of the Platform after an update means you accept the revised Terms.

19. General

These Terms, together with the Privacy Policy and any order or plan you accept, are the entire agreement between you and us and supersede any prior discussions, representations or marketing statements. You confirm you have not relied on any statement not set out in these Terms.

Neither party is liable for any failure or delay caused by events beyond its reasonable control, including outages of third-party infrastructure, network or payment providers, acts of government, or natural events. You may not assign these Terms without our consent; we may assign them to an affiliate or successor. Nothing in these Terms creates a partnership, agency, franchise or employment relationship between the parties.

If any provision is held unenforceable, the remaining provisions stay in effect, and our failure to enforce a provision is not a waiver of it. We may give notice through the Platform, by email, or by posting; legal notices to us must be sent to legal@zeenconnect.com.

You represent that you and your organization are not subject to applicable sanctions and are not located in an embargoed jurisdiction, and you will comply with applicable export-control and sanctions laws. If you give us feedback or suggestions, we may use them without restriction or obligation to you.

The sections headed "Your store and your content", "Your transactions and your customers", "Fees, plans and billing", "Disclaimers", "Limitation of liability", "Indemnification", "Governing law and disputes", "Dispute resolution" and "General" survive termination of these Terms.

20. Contact us

Questions about these Terms can be sent to ZeenConnect Limited at legal@zeenconnect.com. Our registered office is [Registered office address].