Terms of Service

These Terms of Service (the “Terms”) are a binding agreement between Managed Tasks LLC, a Montana limited liability company (“Managed Tasks,” “we,” “us,” or “our”), and the person or organization that accesses or uses the Service (“Customer,” “you,” or “your”).

The “Service” includes the mtasks.io website, hosted application, client experience, APIs, webhooks, integrations, Model Context Protocol tools, automation and artificial-intelligence features, documentation, and related support or professional services that we make available.

By accepting an order, creating or administering a workspace, accessing the Service, or using the Service on behalf of an organization, you agree to these Terms. If you act for an organization, you represent that you are authorized to bind that organization. The Service is intended for business use by adults who are legally capable of entering into contracts.

If an order form, statement of work, data processing agreement, or other written agreement signed by both parties conflicts with these Terms, the signed agreement controls for that conflict.

Managed Tasks uses global user identities and tenant workspaces. A user may participate in more than one workspace, but access, roles, capabilities, data, and actions are evaluated within the active workspace.

Customer is responsible for designating administrators, inviting and removing users, assigning appropriate permissions, maintaining current account information, safeguarding authentication methods and credentials, and promptly notifying us of suspected unauthorized access. Customer is responsible for activity performed through its workspace and by users it authorizes, except to the extent caused by our breach of these Terms.

You must not share individual credentials, misrepresent identity or authority, or use another person’s account without authorization. We may require additional verification before acting on a request that affects workspace ownership, billing, security, or data access.

Subscription scope, usage allowances, fees, billing frequency, service term, renewal, and any implementation or professional services are specified in the applicable order or checkout record. If we provide a trial or evaluation, it is limited to the period and conditions we state and may be modified or ended at any time unless a written order says otherwise.

You authorize us and our payment processor to charge the payment method associated with your account for amounts due. Fees are due as stated in the order and are non-refundable except where required by law or expressly stated in a signed agreement. Customer is responsible for applicable sales, use, value-added, withholding, or similar taxes, excluding taxes based on our net income.

If an undisputed amount remains overdue, we may limit paid features or suspend the affected workspace after reasonable notice. You must identify a good-faith billing dispute promptly and pay all undisputed amounts when due.

“Customer Data” means information, files, records, communications, configurations, and other content submitted to or generated within a Customer workspace by or for Customer, excluding Managed Tasks technology, service telemetry, and de-identified or aggregated information that cannot reasonably identify Customer or an individual.

As between the parties, Customer retains its rights in Customer Data. Customer grants Managed Tasks a non-exclusive, worldwide right to host, copy, transmit, display, transform, and otherwise process Customer Data only as necessary to provide, secure, support, and improve the Service; comply with Customer’s documented instructions; prevent fraud or abuse; and meet legal obligations.

Customer represents that it has all rights, notices, permissions, and lawful bases necessary for Customer Data and its processing through the Service. Customer determines which information to submit, how its services and client relationships are configured, who receives access, and which connected systems or automated actions may use Customer Data.

Do not submit data that applicable law or a binding industry rule prohibits you from placing in the Service. Do not use the Service for protected health information, classified information, or full payment-card data unless Managed Tasks has expressly authorized that use in a written agreement that addresses the applicable requirements.

Our Privacy Policy explains how Managed Tasks handles personal information for its own purposes. When Managed Tasks processes personal data in Customer Data on Customer’s behalf, Customer is the controller or business and Managed Tasks acts as processor or service provider as those terms are defined by applicable law. A separate data processing agreement applies when executed by the parties or incorporated into an applicable order.

Managed Tasks maintains administrative, technical, and organizational safeguards designed to protect Customer Data and to enforce identity, tenant, capability, credential, and data-access boundaries. No system is immune from every threat, and we do not guarantee that unauthorized access, loss, or disruption can never occur.

Each party will protect the other party’s non-public business, technical, security, and commercial information using at least reasonable care and will use it only to perform or receive the Service. Confidentiality obligations do not apply to information that the receiving party can document was lawfully known without restriction, independently developed, received lawfully from another source, or made public without breach. A party may disclose information when legally required after giving notice where permitted.

You will not, and will not permit others to:

• use the Service unlawfully, fraudulently, deceptively, or to violate another person’s rights;
• upload malware, exploit code, or content intended to damage, disrupt, or gain unauthorized access to systems or data;
• bypass authentication, authorization, tenant isolation, approval, usage, or security controls;
• probe or test vulnerabilities except under a written security-testing authorization from Managed Tasks;
• send spam, unlawful marketing, abusive messages, or communications without the required consent;
• interfere with availability, exceed documented rate limits, or impose an unreasonable load on the Service;
• reverse engineer, decompile, copy, or create derivative works from the Service except to the limited extent a restriction is prohibited by law;
• resell, sublicense, or provide the Service as a standalone product unless a written agreement expressly permits it; or
• use the Service or its output to build or train a competing product, model, or dataset without our written permission.

We may investigate suspected violations and may restrict the affected activity when reasonably necessary to protect users, customers, the Service, or third parties.

The Service may connect with third-party products, identity providers, accounting platforms, payment services, email systems, automation services, AI providers, APIs, webhooks, and MCP clients (collectively, “External Services”). Customer chooses which External Services to connect and authorizes the exchange of information required for the connection.

External Services are governed by their own agreements and privacy practices. Managed Tasks is not responsible for an External Service’s operation, availability, security, data use, changes, or acts, although we remain responsible for our own obligations under these Terms. We may modify or discontinue a connection if its provider changes or ends the relevant interface or if continued operation creates a security, legal, or reliability risk.

The Service may provide rules, triggers, agents, generated content, summaries, recommendations, and tools that can read or change permitted records. Customer is responsible for configuring tool access, scopes, triggers, budgets, approvals, recipients, and connected credentials and for reviewing the results of automated or AI-assisted activity.

AI-generated or automated output may be incomplete, inaccurate, or inappropriate for a particular purpose. It is not legal, tax, accounting, financial, medical, employment, security, or other professional advice. Customer must apply qualified human judgment before relying on output or using it in a decision or communication, particularly where a person’s rights, finances, access, employment, or legal obligations may be affected.

You may not use automation or AI features to make unlawful discriminatory decisions, impersonate a person deceptively, evade required review, or conduct prohibited high-risk activity. Managed Tasks may apply technical and policy controls to preserve authority boundaries, approval requirements, usage limits, and auditability.

Managed Tasks and its licensors own the Service, software, interfaces, documentation, designs, trademarks, and related technology, including improvements and derivative works. Subject to these Terms and payment of applicable fees, we grant Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term to access and use the Service for Customer’s internal business operations and authorized client-service delivery.

If you provide ideas, suggestions, or feedback, you grant Managed Tasks a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate that feedback without restriction or obligation. This does not transfer ownership of Customer Data.

Managed Tasks names, logos, and product marks may not be used in a way that implies endorsement, ownership, or affiliation without our written permission, except for accurate identification of compatibility or use of the Service.

We may update the Service to improve functionality, security, reliability, usability, legal compliance, or interoperability. We will not materially reduce the core functionality of a paid Service during a current subscription term without providing reasonable notice, except where a change is necessary to address security, legal, or third-party platform requirements.

We may suspend access when reasonably necessary to address a security incident, prevent harm, comply with law, respond to prohibited use, or manage overdue undisputed fees. Where practicable, we will limit the suspension to the affected feature, user, credential, integration, or workspace and will provide notice and an opportunity to cure.

Availability commitments, service credits, support response targets, or disaster-recovery commitments apply only if stated in a signed order or service-level agreement.

These Terms begin when you first accept or use the Service and continue while you have an active account or subscription. Either party may terminate an order for material breach if the breach is not cured within thirty days after written notice, or sooner if the breach cannot reasonably be cured. Either party may terminate immediately if the other becomes insolvent, ceases business, or enters a qualifying bankruptcy or similar proceeding.

Customer may cancel a subscription as permitted by the applicable order or account controls. Unless an order says otherwise, cancellation takes effect at the end of the current paid term, and amounts already paid are not refunded.

Following termination, Customer may export supported Customer Data during the period made available in the Service or stated in the applicable order. We may then delete Customer Data according to our retention schedule, subject to legal obligations, security records, backup cycles, and data that has been de-identified. Customer is responsible for completing its export before access ends.

Provisions that by their nature should survive termination—including payment obligations, confidentiality, intellectual property, disclaimers, indemnification, limitations of liability, and dispute terms—will survive.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” MANAGED TASKS DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE; THAT ALL DATA OR OUTPUT WILL BE ACCURATE OR PRESERVED; THAT EVERY EXTERNAL SERVICE WILL REMAIN AVAILABLE; OR THAT THE SERVICE WILL SATISFY CUSTOMER’S LEGAL, REGULATORY, PROFESSIONAL, OR CLIENT OBLIGATIONS. CUSTOMER IS RESPONSIBLE FOR DETERMINING WHETHER THE SERVICE IS APPROPRIATE FOR ITS USE AND FOR MAINTAINING INDEPENDENT RECORDS OR BACKUPS REQUIRED BY ITS BUSINESS OR LAW.

Some jurisdictions do not permit certain warranty exclusions, so part of this section may not apply to you.

Customer will defend Managed Tasks and its personnel against a third-party claim arising from Customer Data, Customer’s services or communications, Customer’s violation of applicable law or third-party rights, or Customer’s material breach of the acceptable-use, data, integration, or automation obligations in these Terms. Customer will pay resulting damages, settlements, and reasonable legal fees finally awarded or agreed in a settlement approved by Customer.

Managed Tasks will promptly notify Customer of a covered claim, provide reasonable cooperation at Customer’s expense, and allow Customer to control the defense and settlement, except that Customer may not admit fault by Managed Tasks or impose a non-monetary obligation on Managed Tasks without our consent.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA, EVEN IF ADVISED THAT SUCH DAMAGES ARE POSSIBLE.

EXCEPT FOR CUSTOMER’S PAYMENT OBLIGATIONS, A PARTY’S INDEMNIFICATION OBLIGATIONS, OR LIABILITY THAT CANNOT LAWFULLY BE LIMITED, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE FEES CUSTOMER PAID OR OWED FOR THE SERVICE DURING THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

The exclusions and limits in this section apply regardless of the theory of liability and reflect the allocation of risk on which the parties rely. Some jurisdictions do not permit certain limitations, in which case the limitation applies only to the greatest extent permitted by law.

These Terms and any dispute arising out of or relating to the Service are governed by the laws of the State of Montana, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Each party consents to exclusive jurisdiction and venue in the state courts located in Gallatin County, Montana, and, where federal jurisdiction exists, the United States District Court for the District of Montana. Each party waives any objection based on inconvenient forum. Nothing in this section prevents either party from seeking temporary or injunctive relief in a court with jurisdiction to protect confidential information, security, data, or intellectual property.

We may update these Terms to reflect changes in the Service, law, security requirements, or business practices. We will post the revised Terms and update the effective date. If a change materially affects an active paid subscription, we will provide reasonable notice through the Service, email, or another appropriate method. Continued use after the revised Terms take effect constitutes acceptance where permitted by law.

Notices to Managed Tasks must be sent to sales@mtasks.io and to: Managed Tasks LLC, 40 Spanish Peak Dr, Unit 101 #166, Bozeman, MT 59718. We may send notices to the account email, through the Service, or to another address Customer designates.

Neither party may assign these Terms without the other party’s consent, except to an affiliate or in connection with a merger, reorganization, sale of substantially all assets, or change of control, provided the assignee assumes the assigning party’s obligations. Customer may not assign to a direct competitor of Managed Tasks without our written consent.

Neither party is liable for delay caused by events beyond its reasonable control, except for payment obligations. The parties are independent contractors. These Terms do not create a partnership, agency, franchise, fiduciary, or employment relationship. Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will continue. These Terms and incorporated agreements are the entire agreement concerning their subject matter.