Terms & Conditions

1. About These Terms

These Terms & Conditions ("Terms") govern access to and use of Mosa, a digital asset management software-as-a-service product ("Service") made available at usemosa.com and app.usemosa.com, provided by Armlab BV, a company incorporated under Belgian law (besloten vennootschap), with enterprise number BE 0899.277.201 and registered address at Sint-Hubertusstraat 67, 3730 Bilzen-Hoeselt, Belgium ("Armlab", "we", "us", "our").

These Terms are intended for business customers ("Customer", "you") acting in a professional capacity and are not directed at consumers. By creating an account, accessing, or using the Service, you confirm that you are entering into these Terms on behalf of a business or organization and that you have authority to bind that organization.

2. Acceptance of Terms

By signing up for, accessing, or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case "you" refers to that entity.

Where a separate written order form, quote, or subscription agreement has been signed between you and Armlab, that document forms part of these Terms and will govern in the event of a direct conflict.

3. Description of the Service

Mosa is a digital asset management platform that allows organizations to upload, organize, tag, search, share, and manage digital files ("Content"). The Service may be updated, improved, or modified from time to time as described in Section 13 (Service Changes).

4. Accounts & Eligibility

• The Service is offered on a business-to-business (B2B) basis only. It is not directed at, and may not be used by, individual consumers for personal, family, or household purposes.
• You must provide accurate, current, and complete information when creating an account, and keep that information up to date.
• You are responsible for maintaining the confidentiality of login credentials and for all activity that occurs under your account, including activity by users you invite or authorize.
• You must notify us promptly at hello@usemosa.com if you become aware of any unauthorized use of your account.
• You must be legally capable of entering into a binding contract, and any individual using the Service on your behalf must be at least 18 years old.

5. Acceptable Use

You agree not to, and not to permit any user of your account to:

• use the Service in violation of any applicable law or regulation;
• upload, store, or share Content that infringes the intellectual property, privacy, or other rights of any third party;
• upload Content that is unlawful, defamatory, obscene, or that contains malicious code;
• attempt to gain unauthorized access to the Service, other accounts, or the systems or networks connected to the Service;
• interfere with or disrupt the integrity or performance of the Service, including through excessive automated use, scraping, or load testing without prior written consent;
• reverse-engineer, decompile, or attempt to extract the source code of the Service, except to the extent this restriction is prohibited by applicable law;
• resell, sublicense, or make the Service available to any third party outside your organization, except as expressly permitted under your order form; or
• use the Service to build a competing product.

We reserve the right to investigate suspected violations and to take appropriate action, including suspension or termination under Sections 11 and 12.

6. Customer Content & Intellectual Property

Ownership. As between you and Armlab, you and/or your licensors retain all right, title, and interest in and to the Content you upload to the Service, including any associated intellectual property rights. Nothing in these Terms transfers ownership of your Content to Armlab.

License to Armlab. You grant Armlab a limited, non-exclusive, worldwide, royalty-free license to host, store, copy, process, transmit, display, and otherwise use your Content solely as necessary to provide, maintain, secure, and improve the Service, and to comply with applicable law. This license ends when your Content is deleted from the Service, subject to reasonable backup, archival, and legal retention periods.

Your responsibility. You represent and warrant that you have all necessary rights to upload your Content to the Service and to grant the license above, and that your Content does not infringe or misappropriate any third party's rights.

7. Armlab Intellectual Property

The Service, including its software, design, "look and feel", trademarks, logos, and all underlying technology, is and remains the exclusive property of Armlab BV and its licensors. Except for the limited right to access and use the Service as set out in these Terms, no rights are granted to you in or to the Service, and all rights not expressly granted are reserved.

8. Subscription & Fees

Mosa does not publish standard pricing. Commercial terms, including fees, subscription tiers, billing frequency, and payment terms, are agreed separately between Armlab and each customer in a written order form, quote, or subscription agreement. That document, together with these Terms, governs your subscription.

Unless otherwise agreed in writing, fees are non-refundable, and late payments may result in suspension of the Service in accordance with Section 11.

9. Confidentiality

Each party may have access to non-public information of the other party, including business, technical, and product information ("Confidential Information"). Each party agrees to: (a) use the other party's Confidential Information only as necessary to perform its obligations or exercise its rights under these Terms; (b) protect it using at least the same degree of care it uses for its own confidential information, and no less than a reasonable degree of care; and (c) not disclose it to third parties except to employees, contractors, or advisors who need to know it and are bound by confidentiality obligations at least as protective as those in this Section.

Confidential Information does not include information that is or becomes publicly available without breach of this Section, was already known to the receiving party without an obligation of confidentiality, or is independently developed without reference to the disclosing party's Confidential Information. A party may disclose Confidential Information where required by law or a valid order of a competent authority, provided it gives the other party reasonable notice where legally permitted.

10. Warranties & Disclaimers

Armlab will provide the Service with reasonable skill and care. Except as expressly set out in these Terms or in a signed order form, the Service is provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, to the maximum extent permitted by applicable law.

Armlab does not warrant that the Service will be uninterrupted, error-free, or completely secure, or that all defects will be corrected. Nothing in this Section limits or excludes any warranty that cannot lawfully be limited or excluded under mandatory Belgian or EU law.

11. Limitation of Liability

To the maximum extent permitted by applicable law:

• Armlab's total aggregate liability arising out of or related to these Terms or the Service, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees actually paid by you to Armlab for the Service in the twelve (12) months preceding the event giving rise to the claim.
• Neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunity, even if advised of the possibility of such damages.

These limitations do not apply to: (a) liability that cannot be limited or excluded under mandatory Belgian or EU law (including liability for fraud, willful misconduct, or gross negligence, and liability for death or personal injury caused by negligence); or (b) a party's breach of the confidentiality obligations in Section 9, to the extent permitted by law.

12. Indemnification

You agree to defend, indemnify, and hold harmless Armlab BV, its officers, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) your Content, including any claim that it infringes a third party's intellectual property or other rights; (b) your use of the Service in violation of these Terms or applicable law; or (c) your breach of any representation or warranty made under these Terms.

13. Term & Termination

These Terms remain in effect for as long as you maintain an account or active subscription with Armlab, or as otherwise specified in your order form.

Either party may terminate these Terms: (a) for convenience, subject to any notice period agreed in the applicable order form or subscription agreement; or (b) immediately, if the other party materially breaches these Terms and fails to cure that breach within thirty (30) days of receiving written notice.

Upon termination, your right to access the Service ends. We will make reasonable efforts to allow you to export your Content for a limited period following termination, after which Content may be deleted in accordance with our data retention practices described in our Privacy Policy. Sections that by their nature should survive termination (including Sections 6 (as to accrued rights), 7, 9, 10, 11, 12, 16, and 17) will survive.

14. Suspension

We may suspend your access to the Service, in whole or in part, without liability, if: (a) we reasonably believe your use poses a security risk to the Service or to other customers; (b) you are in breach of Section 5 (Acceptable Use); (c) required to comply with applicable law or a court order; or (d) payment is materially overdue. Where reasonably possible, we will provide advance notice and an opportunity to remedy the issue before suspending access.

15. Data Processing

Our collection and processing of personal data in connection with the Service, including personal data contained in your Content, is described in our Privacy Policy. Where Armlab processes personal data on your behalf as a processor (for example, personal data contained within Content you upload), a Data Processing Agreement (DPA) reflecting the requirements of the GDPR is available to customers on request at hello@usemosa.com and, where applicable, forms part of your order form.

16. Service Changes

We may modify, update, or discontinue features of the Service from time to time to improve functionality, security, or performance. We will use reasonable efforts to provide advance notice of any change that materially reduces the core functionality of the Service to active subscribing customers.

17. Force Majeure

Neither party will be liable for any delay or failure to perform its obligations (other than payment obligations) resulting from causes beyond its reasonable control, including acts of God, war, terrorism, riot, embargoes, acts of civil or military authority, fire, flood, accident, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

18. Governing Law & Jurisdiction

These Terms are governed by the laws of Belgium, without regard to its conflict-of-law principles. Subject to any mandatory consumer or other protections that cannot be excluded by agreement, the courts of the district of Antwerp, division Tongeren (or, more generally, the competent courts of Belgium) shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

19. Changes to These Terms

We may update these Terms from time to time, for example to reflect changes in the Service, our practices, or applicable law. If we make material changes, we will provide reasonable advance notice, such as by email to your account contact or a notice within the Service, before the changes take effect. Your continued use of the Service after the effective date of any update constitutes acceptance of the revised Terms.

20. Contact

Questions about these Terms can be directed to:

Armlab BV
Sint-Hubertusstraat 67, 3730 Bilzen-Hoeselt, Belgium
Enterprise number: BE 0899.277.201
Email: hello@usemosa.com