Terms and Conditions

These Terms and Conditions ("Terms") govern your access to and use of the Canvas application, related websites, and services (together, the "Service") provided by Mana Play Ventures Pte Ltd, a company incorporated in Singapore with Unique Entity Number (UEN) 202215860H, with its registered office at 65 Chulia Street, #46-00, OCBC Centre, Singapore 049513 ("Mana OS", "we", "us", or "our").

By accessing or using the Service, or by clicking to accept these Terms, you agree to be bound by them. If you are entering into these Terms on behalf of an organisation, you represent that you have authority to bind that organisation, and "you" refers to that organisation. If you do not agree to these Terms, do not use the Service.

1. Definitions

• "Account" means the account you create to access the Service.
• "Content" means any data, text, files, prompts, briefs, plans, media, or other material submitted to, generated by, or made available through the Service.
• "Customer Content" means Content that you or your users submit to the Service.
• "Output" means Content generated by the Service (including AI-generated material) in response to Customer Content.
• "Order" means an order form, online sign-up, or subscription selection under which you purchase access to the Service.
• "User" means an individual authorised by you to use the Service under your Account.

2. The Service

2.1 The Service provides tools for marketing strategy, planning, and content workflows, including AI-assisted generation. We may add, change, or remove features from time to time.

2.2 We grant you a non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your subscription term, solely for your internal business purposes and in accordance with these Terms and any applicable Order.

2.3 We may update the Service to improve it, fix issues, or meet legal requirements. If a material change materially reduces core functionality, we will use reasonable efforts to notify you.

3. Accounts and eligibility

3.1 You must be at least 18 years old and capable of forming a binding contract to use the Service.

3.2 You are responsible for maintaining the confidentiality of your Account credentials and for all activity that occurs under your Account. Notify us promptly at dpo@mana-os.com of any unauthorised use.

3.3 You are responsible for your Users' compliance with these Terms.

4. Acceptable use

You agree not to, and not to permit any User or third party to:

• (a) use the Service in violation of any applicable law or regulation;
• (b) upload or generate Content that is unlawful, infringing, defamatory, harmful, or that violates the rights of others;
• (c) reverse engineer, decompile, or attempt to derive the source code of the Service, except to the extent permitted by law;
• (d) resell, sublicense, or make the Service available to any third party except as expressly permitted;
• (e) circumvent or disable any security, rate-limiting, or usage controls;
• (f) use the Service to build a competing product or to benchmark it for such purposes without our consent;
• (g) introduce malware or otherwise interfere with the integrity or performance of the Service; or
• (h) use automated means to access the Service in a manner that exceeds reasonable use or the limits of your plan.

We may suspend access without liability where we reasonably believe your use threatens the security, integrity, or availability of the Service or violates this section.

5. Customer Content

5.1 Ownership. As between you and us, you retain all rights in your Customer Content. You grant us a worldwide, non-exclusive licence to host, process, transmit, and display Customer Content, and to generate Output from it, solely to provide and support the Service.

5.2 Responsibility. You are responsible for your Customer Content and for having all necessary rights and consents to submit it and to allow us to process it as described in these Terms and our Privacy Policy.

5.3 Output. Subject to your compliance with these Terms and payment of applicable fees, we assign to you such rights as we have in the Output generated for you. You acknowledge that Output is generated by automated systems, may be inaccurate or incomplete, may not be unique to you, and must be reviewed by you before use. You are solely responsible for evaluating Output and for any decisions or actions taken based on it.

5.4 AI processing. The Service uses third-party AI model providers to generate Output. Your prompts and related Content may be transmitted to these providers to deliver the feature you request. See the Privacy Policy for details.

6. Intellectual property

6.1 The Service, and all software, models, designs, and materials we provide (excluding Customer Content), are and remain our property or that of our licensors, and are protected by intellectual property laws. No rights are granted except as expressly set out in these Terms.

6.2 If you provide feedback or suggestions, you grant us a perpetual, irrevocable, royalty-free licence to use them without restriction.

7. Fees and payment

7.1 You agree to pay the fees set out in your Order. Unless stated otherwise, fees are exclusive of taxes (including Goods and Services Tax), which you are responsible for paying.

7.2 Fees are non-refundable except as required by law or expressly stated in an Order.

7.3 Subscriptions renew automatically for successive terms unless cancelled in accordance with your plan. We may change fees on renewal by giving reasonable prior notice.

7.4 If payment is overdue, we may suspend the Service after reasonable notice.

8. Third-party services

The Service may integrate with or link to third-party services. We are not responsible for third-party services, and your use of them is governed by their own terms. The subprocessors we use to provide the Service are listed in our Privacy Policy.

9. Confidentiality

Each party may access confidential information of the other. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to those who need to know and are bound by confidentiality obligations. This does not apply to information that is public, independently developed, or required to be disclosed by law.

10. Data protection

Our collection, use, and disclosure of personal data is described in our Privacy Policy and is conducted in accordance with the Personal Data Protection Act 2012 of Singapore (the "PDPA"). Where we process personal data on your behalf, the parties will comply with applicable data protection laws and, where required, enter into a data processing agreement ("DPA"). You may request our DPA by contacting dpo@mana-os.com.

11. Warranties and disclaimers

11.1 We warrant that we will provide the Service with reasonable skill and care.

11.2 Except as expressly stated, the Service and all Output are provided "as is" and "as available". To the maximum extent permitted by law, we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty that the Service or Output will be uninterrupted, error-free, or accurate.

11.3 The Service is not a substitute for professional advice. You are responsible for verifying Output before relying on it.

12. Limitation of liability

12.1 Nothing in these Terms excludes or limits liability that cannot be excluded or limited by law (including for death or personal injury caused by negligence, or fraud).

12.2 Subject to 12.1, we will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or goodwill.

12.3 Subject to 12.1, our total aggregate liability arising out of or related to these Terms will not exceed the greater of (a) the total fees you paid to us in the 12 months preceding the event giving rise to the claim, or (b) SGD 100.

13. Indemnity

You will indemnify and hold us harmless from any claims, damages, and reasonable costs arising from your Customer Content or your breach of these Terms, except to the extent caused by us.

14. Suspension and termination

14.1 Either party may terminate these Terms if the other materially breaches and fails to cure within 30 days of written notice.

14.2 We may suspend or terminate your access immediately for the reasons set out in these Terms or if required by law.

14.3 On termination, your right to use the Service ceases. You may export your Customer Content within 30 days of termination, after which we may delete it in accordance with our retention practices, subject to legal requirements. You may also request deletion of your personal data at any time as described in our Data Deletion Policy.

14.4 Sections that by their nature should survive termination (including ownership, confidentiality, disclaimers, limitation of liability, and indemnity) will survive.

15. Changes to these Terms

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by email or in-product notice). Your continued use of the Service after changes take effect constitutes acceptance.

16. General

16.1 Governing law. These Terms are governed by the laws of Singapore, and the courts of Singapore have exclusive jurisdiction, subject to any mandatory consumer protections.

16.2 Assignment. You may not assign these Terms without our consent. We may assign to an affiliate or in connection with a merger or sale of assets.

16.3 Entire agreement. These Terms and any Order form the entire agreement between the parties and supersede prior agreements on the subject.

16.4 Severability. If any provision is held unenforceable, the remaining provisions remain in effect.

16.5 No waiver. Failure to enforce a provision is not a waiver.

16.6 Third-party rights. A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any of its terms.

16.7 Force majeure. Neither party is liable for delays caused by events beyond its reasonable control.

16.8 Notices. Legal notices to us should be sent to dpo@mana-os.com, or by post to Mana Play Ventures Pte Ltd, 65 Chulia Street, #46-00, OCBC Centre, Singapore 049513.

17. Contact

Questions about these Terms: dpo@mana-os.com, Mana Play Ventures Pte Ltd, 65 Chulia Street, #46-00, OCBC Centre, Singapore 049513.