

☞ Our relationship :)




		Last updated		10 October 2022

Thank you for trusting Majoto. We look forward to a fruitful relationship with you and repaying that trust! Here is a map of what this relationship agreement contains.


					Orientation
			1		Orientation
			1		Key aspects of our relationship, and its most important terms.


	How it works
	How it works		2
	An explanation of how our design process works.		2


					Responsibilities
			3		Responsibilities
			3		Majoto's responsibilities and promises, and some exceptions.


	Do's and dont's
	Do's and dont's		4
	Rules for using Majoto's technology and service.		4


					Final words
			5		Final words
			5		Closing things off before we say "cheers, ears".
					Closing things off before we say "cheers, ears".



			☟
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		Part 1 Orientation




		These terms apply whenever you use Majoto's design services (and technology in case we give you access). They set out Majoto's commitments to you, and your commitments to Majoto.


Who's who			This agreement			The tech

We are Majoto Lab Limited (Majoto), a UK company. Our address is 27 Old Gloucester Street, London, WC1N 3AX.			This is a contract between Majoto Lab Limited and you. There may be additional or different terms in your statement of work; the latter prevails.			Majoto is a contract design and automation SaaS platform. If you are only buying design services, Majoto will use the platform to help with the design.

This document will refer to you (the person or company buying from Majoto) as you.			Majoto may update these terms if the law or its technology changes, and will tell you about the important ones in advance.			Majoto processes your personal data in accordance with this Privacy Notice.


		TL;DR




		A summary of the most important things you should know.


	Your statement of work determines what design services we provide for you and whether we will use Majoto's house style or a custom design. We will not give you access to the platform, unless it is temporary access to help with the design process.				We do the tech, you do the content. You are responsible for the content you create and share. We do the design, but the content is your responsibility. Majoto does not provide legal advice - only smart tech and awesome design.

	Majoto keeps its background. You will own the deliverables, but Majoto will use and incorporate Majoto's pre-existing intellectual property (design methodologies, visual patterns, styles etc) which it will continue to own.				Majoto's liability is capped. Majoto puts a cap on its liability, as a % of the fees that you pay. Higher caps apply for really serious problems like data breaches. Of course we don’t expect any of that to happen.



		＊ Definitions you'll find used throughout..
		＊ Definitions you'll find used throughout..
		Makers: your users who can generate documents from templates and move them through workflows.
		Content: the content of your documents (the clauses as well as any personal information you insert).




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Part 2 How it works




	This is the Majoto design process. We make sure we apply the right process for each customer, so the precise steps might be a little different - as described in Majoto's proposal or statement of work.



		1 Discover		A structured workshop to align on purpose and outcomes (yours and your stakeolders'). This sets the foundation for success. Deliverables: visual report-out with findings.





				Assess your "as is" state against your desired outcomes. Often we will do this as part of the preparatory work for the Define phase. Deliverables: "as is" assessment versus your desired outcomes.
		2 Assess





				Define what the result looks like. Majoto will prepare concepts, approaches, mood boards and information architectures to set the design direction. Deliverables: design concepts and roadmap.
		3 Define





				Prototype, build, test using an iterative process. Majoto will use its own information models and design patterns to make the process fast and reliable. Deliverables: design prototypes and iterations.
		4 Create






				Deliver the new design using Majoto or your chosen technology. Majoto will support you with pilots and implementation if you like. Deliverables: final design in Majoto or as a Google Doc/Word/PDF export.
		5 Implement







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Part 3 Our promises




		This swimlane describes our respective promises and responsibilities in relation to the services and any use you might have of the platform.


	Promises					Exceptions

	Duty of care. Majoto will provide its services and deliverables with a high level of care, skill and diligence and will meet agreed specifications.					Majoto can only do this if you provide clear statements of your needs, give adequate background information, deliver agreed inputs, and actively engage in the review and approval of deliverables. ⚠️ Majoto understands contracts deeply, but does not give legal advice or any warranties that the content of your templates are legally or commercially sound. If you are not sure, you must get legal advice (we have partners who can help you).

	What we will deliver. Majoto will provide the services set out in an agreed statement of work. How this is organised and the timelines involved will be described there.					⚠️ Timelines are always target estimates, unless Majoto has agreed to a fixed milestone or deadline. Majoto will not be liable for any delay or failure to perform as a result of circumstances beyond Majoto’s reasonable control, including pandemics and associated quarantine restrictions.

	Ownership of results. You will own the intellectual property in any custom templates we design for you, any workshop deliverables, and the documents you generate with Majoto. Majoto assigns the intellectual property in these deliverables to you, including by way of present assignment of future copyright. Majoto will cooperate with you if any additional documents are required to confirm or evidence this. Majoto grants you a licence to its background so you can use the deliverables in your business for as long as you like.					Majoto will use and incorporate in your deliverables Majoto's intellectual property (design methodologies, visual patterns, information models, template styles and standard clauses) - let's call that Majoto's background. This background is not assigned to you and Majoto will continue to own and use it for other customers. You are not permitted to commercialise Majoto’s background separately from the deliverables, or to use or share the background beyond what is reasonable for your own normal business use.

	IP warranties. Majoto warrants that (a) the deliverables it provides to you are authored by Majoto personnel and do not incorporate any designs or works which Majoto does not have rights to, and (b) the deliverables as provided by Majoto will not infringe the intellectual property rights of any third party. You warrant that any content or materials you provide to Majoto do not infringe the intellectual property rights of any third party. A party that breaches the above warranty will indemnify the other against any resulting third party infringement claims.					The warranty does not apply to the extent you combine Majoto's deliverables with your own or third party materials, so that the resulting work infringes the rights of a third party. The same principle applies to any content or materials you provide to Majoto.

	Platform availability. Majoto may give you temporary access to the platform so we can work on and test the documents together. Majoto will aim to make the platform available in line with its usual service levels...					...but the platform is provided "as is" and Majoto makes no promises as to availability and does not provide support until you sign up to a subscription plan. Majoto is a new product undergoing constant development, and your sandbox may involve new and untested functionality and designs, so Majoto does not guarantee that the platform will be free of bugs and errors.







				Liability cap
				Liability cap
			Majoto’s liability under this relationship is capped at 100% of fees you have paid. If this liability cap cannot be applied for any reason, or if a court or regulatory body determines that Majoto is liable for gross negligence, intentional misconduct or breach of its legal obligations in respect of your personal information, then the liability cap is instead 150%.



			Any claim arising out of your use of Majoto must be communicated to Majoto within 90 days of you becoming aware (such as incurred losses or receipt of a third party claim), and any formal legal claim must be made within 12 months of that.


			Nothing in this agreement excludes or limits liability for: (a) death or personal injury resulting from negligence; (b) fraud or fraudulent misrepresentation; and (c) intentional misconduct or gross negligence in those jurisdictions where liability for intentional misconduct or gross negligence cannot be excluded or limited.









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	Part 4 Do's and Don'ts




		Important acceptable use rules, in case you have access to Majoto during the design process. Think of it as things you should and shouldn't do.

Do's ✔︎						Don'ts ❌
							.
Provide complete and accurate account information when you sign up, and keep Majoto informed of any changes.						Give anyone access to the platform who is not an authorised user (other than sharing docs with collaborators).
Keep your username and password secret, and notify Majoto immediately if you discover or suspect any unauthorised use of your account.						Create more than one account per user. If you attempt to use another person's login details we may suspend all your accounts.
Use the Majoto in an appropriate way, for you own business use. Majoto is for creating templates and contracts and other legal content, and collaborating on them with colleagues and business partners.						(Re)sell or distribute Majoto's technology or content. Use or attempt to log in with someone else’s account, or access Majoto files which have not been shared with you.
Respect Majoto's and other peoples’ rights (including privacy, confidential information and intellectual property).						Do anything illegal, use Majoto for unsolicited marketing, or upload anything that is unlawful, inappropriate or offensive.
Respect the effort Majoto has put into its product and intellectual property.						Use the Majoto name and logo or any other Majoto intellectual property other than as permitted. This includes copying, reverse engineering, disassembling or decompiling any part of the platform (such as Majoto code, template designs, design patterns and workflow) and distributing or selling any derivative works.
Access Majoto via a standard web browser, nothing else.						Circumvent any security features, or interfere with the normal working of Majoto. Add any software or scripts into your Majoto files.




				If you break these rules...
				If you break these rules...
			...Majoto has the right to terminate your access to the Majoto platform immediately (in addition to any legal claim we may have against you). These rules continue to apply after our relationship ends. You will be liable to Majoto if a third party makes a legal claim against Majoto because of your actions in violation of the above rules.








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Final words




This relationships agreement is governed by the law of England and Wales. Any disputes will be resolved in the courts of England and Wales (unless a different dispute resolution mechanism is given in your statement of work).



	✎.
		These terms are made with Majoto (of course), using some of our standard design patterns. It's a modular structure that can be customised for any other product or service. If you'd like something similar for yourself, or know someone who might, write to us at hello@majoto.io.







		Cheers, ears : )


			made with♡with majoto