Terms

The rules of the road for using MongoQUI.

Draft: to be reviewed by counsel before publication.A plain-English SaaS agreement covering accounts, subscriptions, acceptable use, your data, and our limits.

Effective
2026-04-19
Updated
2026-04-19
Law
UAE (draft)

Draft legal copy: to be reviewed by qualified counsel before publication. Do not treat as final.

01 · Acceptance of these TermsAcceptance of these Terms

These Terms of Service (the "Agreement") form a binding contract between MongoQUI (the "Company", "we", "our", or "us") and the individual or legal entity that registers for, accesses, or uses the Services (the "Customer", "you", or "your"). By creating an account, by clicking "I agree" at sign-up, by installing or using the desktop application, or by accessing any cloud surface of the Services, you represent that you have read, understood, and agreed to this Agreement.

If you are entering into this Agreement on behalf of a company, organisation, or other legal entity, you represent that you have authority to bind that entity, in which case "Customer" and "you" refer to that entity. If you do not have that authority, or if you do not agree with this Agreement, you must not use the Services.

This Agreement incorporates the MongoQUI Privacy Policy, Cookie Policy, and any Data Processing Addendum executed between the parties. Where there is a conflict between this Agreement and a separately signed order form or master services agreement, the separately signed document controls for its stated subject matter.

Counsel to confirm: acceptance mechanism (click-through is presumed), whether a separate end-user licence agreement ("EULA") is required for the desktop application binary in addition to these Terms, and whether a separate enterprise master services agreement should supersede these Terms for Ultimate-plan customers.

02 · DefinitionsDefinitions

  • "Agreement" means these Terms of Service and all incorporated documents referenced in Section 1.
  • "Authorised User" means an individual authorised by Customer to access and use the Services under a seat allocated to Customer.
  • "Confidential Information" means any non-public information disclosed by one party ("Discloser") to the other ("Recipient") that is identified as confidential at the time of disclosure or that would reasonably be considered confidential given its nature and the circumstances of disclosure.
  • "Customer Data" means data, files, content, queries, connection configurations, report definitions, and other information that Customer or its Authorised Users submit to, upload to, or generate through the Services.
  • "Documentation" means the then-current official MongoQUI user and developer documentation located at docs.mongoqui.com.
  • "Order" means the subscription order placed through license.mongoqui.com, through a signed order form, or through an in-app purchase flow.
  • "Services" means the MongoQUI desktop application, the MongoQUI web application at app.mongoqui.com, the shared report viewer, the license and billing portal at license.mongoqui.com, the documentation portal, the marketing website, and any related APIs, updates, and successor offerings.
  • "Subscription" means the paid or trial right to access and use the Services for a defined Subscription Term.
  • "Subscription Term" means the period during which the Subscription is active, as defined by the Order.
  • "Taxes" means any value-added, sales, use, withholding, or similar transaction taxes, excluding taxes based on our net income.
Counsel to confirm: whether additional defined terms should be introduced for "Sub-processor", "Personal Data", "Security Incident", and any customer-indemnity terms.

03 · Account registration & eligibilityAccount registration and eligibility

3.1 Registration

To use most Services you must register an account. You agree to provide accurate, current, and complete information and to keep that information up to date. You are responsible for all activity that occurs under your account, whether or not you authorised it, and for maintaining the confidentiality of your credentials.

3.2 Eligibility

You must be at least eighteen (18) years of age, or the age of majority in your jurisdiction, whichever is greater. The Services are intended for professional use and are not directed at minors.

You represent that (a) you are not barred from receiving the Services under the laws of your jurisdiction or any applicable export or sanctions law; (b) you are not a Restricted Party under Section 16; and (c) your use of the Services will not violate any applicable law.

3.3 Authorised Users

Each seat in a Subscription corresponds to one Authorised User. Seats are not fungible between individuals within a short period (the intent is one person per seat, not shift sharing). Customer is responsible for its Authorised Users' compliance with this Agreement and for all acts and omissions of Authorised Users under Customer's account.

Counsel to confirm: minimum-age threshold, whether an anti-sharing clause is appropriate, and whether corporate trial accounts require a different eligibility statement.

04 · Subscriptions & paymentSubscriptions and payment

4.1 Plans and pricing

We currently offer three subscription tiers: Basic, Pro, and Ultimate, at the prices published at mongoqui.com/pricing. Prices are per seat per year, billed annually in advance, in United States Dollars unless otherwise agreed on an Order. Prices exclude Taxes; Customer is responsible for any applicable Taxes other than taxes on our net income.

A 14-day free trial is available on new Pro subscriptions. No payment method is required during the trial unless the Customer elects to enter one. A valid payment method is required to convert a trial to a paid Subscription.

4.2 Billing

Billing is managed via Stripe, Inc. By providing payment-method information, you authorise us (and Stripe) to charge that payment method for all fees incurred under your Subscription, including renewals and any additional seats added mid-term, in accordance with the pricing in effect at the time of the charge. Invoices are issued through Stripe and are accessible from license.mongoqui.com.

4.3 Renewals and auto-renewal

Annual Subscriptions renew automatically at the end of each Subscription Term for a further period equal to the then-current Subscription Term, at the then-current list price, unless either party provides notice of non-renewal at least thirty (30) days before the end of the current Term, or the Customer cancels renewal via the billing portal.

4.4 Failed payment

If a charge fails, we will retry and notify Customer at the billing email on file. If Customer does not cure the failure within fourteen (14) days of the original billing date, we may suspend the Services pursuant to Section 15 and may ultimately terminate the Subscription for non-payment.

4.5 Price changes

We may change list prices at any time. A change to list prices will take effect for a given Customer only on the next renewal, provided we have given at least thirty (30) days' notice of the new price before that renewal. No mid-term price changes will be applied to an existing Order.

Counsel to confirm: currency of billing, VAT handling for UAE-to-EU and UAE-to-UK sales, mid-term seat-addition pricing (pro-rata vs co-terminous), and whether bank-transfer / invoice billing should be offered to enterprise customers.

05 · Plan changes & seat managementPlan changes and seat management

5.1 Upgrades

Customer may upgrade to a higher plan at any time. The price difference is pro-rated over the remaining Subscription Term and billed immediately.

5.2 Downgrades

Customer may schedule a downgrade to a lower plan, effective at the next renewal. Downgrades do not take effect mid-term and do not generate a refund of previously paid fees.

5.3 Seat additions and removals

Seats may be added mid-term through license.mongoqui.com/add-seats; added seats are co-terminous with the current Subscription Term and billed pro-rata. Seats may be removed only at renewal, except where a team member leaves your organisation and you reassign the seat to another Authorised User.

5.4 Trial-to-paid conversion

A trial automatically ends on the trial expiry date. If the Customer has provided a payment method, the trial will convert to a paid Subscription at the applicable plan price. If no payment method has been provided, the account will transition to a locked / read-only state until a Subscription is purchased or the account is deleted.

Counsel to confirm: downgrade refund behaviour, whether seat removal should generate a pro-rata credit applied to the next renewal, and the exact trial-to-read-only transition timing.

06 · RefundsRefunds

Subscription fees are non-refundable except in the following circumstances:

  • 14-day cancellation for new annual Subscriptions. If you cancel your first paid annual Subscription within fourteen (14) days of the initial charge and have not used the Services in substantial ways during that period (for example, generating more than a nominal volume of reports), we will refund the pro-rata unused portion on request. This is not a second free trial; it is a cooling-off window.
  • Where required by applicable consumer-protection law. Certain jurisdictions grant statutory cooling-off rights that override contractual refund policies; we honour those rights where they apply.
  • Material outage credits. If we materially fail to deliver the Services for a continuous period exceeding twenty-four (24) hours due to a cause under our control, we will issue a service credit on request, applied to the next invoice. Service credits are not cash refunds.
  • Billing error. Duplicate or erroneous charges are refunded.

Refunds are processed to the original payment method within thirty (30) days of approval.

Counsel to confirm: the 14-day window against UAE consumer-protection rules, EU Consumer Rights Directive (for B2C orders), and UK Consumer Rights Act. Confirm whether business customers should be expressly carved out of the consumer refund right, and finalise the service-credit formula.

07 · Acceptable useAcceptable use

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

  1. Use the Services for unlawful purposes, or to store, process, or transmit any data whose handling is unlawful in the applicable jurisdiction.
  2. Attempt to circumvent, disable, or defeat security controls of the Services, including rate limits, authentication, authorisation, encryption, watermarking, or licensing.
  3. Attempt to reverse-engineer, decompile, or disassemble any component of the Services, except to the extent such restriction is prohibited by applicable law; and even then only after giving us prior written notice and an opportunity to provide the information sought.
  4. Introduce malicious code (viruses, worms, ransomware, backdoors) into the Services or into any system connected to the Services.
  5. Use the Services to interfere with or disrupt the integrity or performance of the Services, other customers' use of the Services, or third-party systems.
  6. Scrape, harvest, or data-mine the Services' surfaces in ways that are inconsistent with Documentation.
  7. Resell, sublicence, rent, lease, or provide the Services on a service-bureau basis to a third party without our prior written consent.
  8. Use the Services in high-risk environments, for example, life-critical healthcare, nuclear, aviation control, mass-transit, or weapons systems, unless we have signed a separate high-risk agreement covering that use case. The Services are not designed or warranted for such uses.
  9. Violate the rights of any third party, including intellectual-property, privacy, and publicity rights.
  10. Transmit unsolicited bulk communications through the Services.

We may investigate suspected violations, cooperate with law enforcement, and take action consistent with Section 14 (termination) and Section 15 (suspension).

Counsel to confirm: whether a separate Acceptable Use Policy ("AUP") document should be maintained outside the Terms and referenced, and the precise wording of the reverse-engineering carve-out against UAE and EU statutory rights.

08 · Customer DataCustomer Data

8.1 Ownership

As between the parties, Customer retains all right, title, and interest in and to Customer Data. We acquire no ownership interest in Customer Data, and we do not claim any intellectual-property right over it.

8.2 Licence to us

Customer grants us a limited, non-exclusive, worldwide, royalty-free licence to host, copy, transmit, display, and process Customer Data solely as necessary to deliver the Services to Customer and its Authorised Users, to provide support, to secure the Services, and to comply with law. This licence terminates on termination of the Agreement, subject to Section 8.4.

8.3 Processor role

For Personal Data contained in Customer Data, we act as a Processor and Customer acts as the Controller under applicable data-protection law. Our processing activities are described in the Privacy Policy and, where applicable, in a signed Data Processing Addendum.

8.4 Deletion on termination

Within thirty (30) days after the effective date of termination or expiration of the Agreement, we will delete Customer Data from live production systems. Encrypted backups are retained for up to thirty (30) additional days on the rolling backup cycle and are then overwritten. Where law requires us to retain a specific record (for example, a billing invoice under tax law), that record is isolated, retained for the minimum statutory period, and then deleted.

Customer is responsible for exporting any Customer Data it wishes to retain before the deletion window elapses. Export tools are available in-app and via the API.

8.5 Backups are not a substitute for Customer's own backups

The rolling encrypted backups we maintain exist for our disaster-recovery purposes. They are not a Customer-facing backup service, and we do not commit to a recovery-point objective for Customer-initiated restores. Customer is responsible for its own backup and archival strategy.

8.6 What we do not collect

Consistent with our product design, we do not collect the contents of Customer's MongoDB documents or query results during normal desktop use. See the Privacy Policy, Section 3, for the full list of data sources and exclusions.

Counsel to confirm: deletion SLA, backup-retention window, whether a Customer-initiated data-restoration SLA should be added to Ultimate-plan contracts, and alignment with the Privacy Policy retention schedule.

09 · Intellectual propertyIntellectual property

9.1 Our intellectual property

We and our licensors retain all right, title, and interest in and to the Services, the Documentation, the MongoQUI brand, the mongoqui.com domain names, the product marks, all software, APIs, user interfaces, visual designs, compiled binaries, and all underlying technology, together with all related intellectual-property rights worldwide. All rights not expressly granted to Customer are reserved.

9.2 Licence to Customer

Subject to Customer's compliance with this Agreement and payment of applicable fees, we grant Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence during the Subscription Term to access and use the Services for Customer's internal business purposes and in accordance with the Documentation.

9.3 Feedback

If Customer or its Authorised Users provide us with suggestions, feature requests, or feedback ("Feedback"), Customer grants us a perpetual, irrevocable, worldwide, royalty-free licence to use the Feedback for any purpose, without obligation to Customer. We will not identify Customer as the source of any Feedback without Customer's consent.

9.4 Open-source components

The Services include open-source components governed by their own licences. A list of open-source components and their licences is available in the Documentation and, for the desktop application, from the in-app "About" screen.

9.5 Trademarks

"MongoQUI" and related logos are our trademarks. MongoDB, Inc. is an unrelated company; its trademarks are its own property. MongoQUI is not affiliated with, endorsed by, or sponsored by MongoDB, Inc.

Counsel to confirm: trademark ownership chain once the legal entity name is finalised, whether a separate trademark-usage policy should be linked, and the wording of the Feedback clause for jurisdictions that restrict perpetual IP assignments.

10 · Third-party servicesThird-party services

The Services integrate with, or depend upon, third-party services, including Stripe for billing, cloud platform for CDN / edge compute / storage, serverless analytics for report execution, email service for transactional email, GitHub for auto-update delivery, and OpenAI / Anthropic / Google Gemini for optional AI features. When you enable or use one of these features, your use of that third-party service is additionally governed by that provider's terms and privacy notice.

We are not responsible for the acts or omissions of any third-party service provider and are not liable for any damages arising from a third-party service's performance or non-performance, except to the extent the failure was caused by our own breach of this Agreement.

Customer may not enable a third-party integration in a way that violates that provider's terms. If a third-party provider changes its terms in a way that materially restricts the Services, we will give Customer notice of the restriction and, where appropriate, a prompt workaround.

Counsel to confirm: whether a list of flow-down terms (cloud platform, analytics, Stripe) should be expressly referenced, and whether AI-provider terms should be surfaced at the point of enabling BYOK.

11 · Warranties & disclaimersWarranties and disclaimers

11.1 Mutual warranty

Each party warrants to the other that it has the legal power and authority to enter into this Agreement.

11.2 Our limited warranty

We warrant that, during the Subscription Term, the Services will materially conform to the Documentation under normal use. Customer's exclusive remedy, and our entire liability, for breach of this warranty is, at our option, (a) to use commercially reasonable efforts to correct the non-conformity, or (b) to terminate the affected Subscription and refund any pre-paid, unused fees for the remainder of the then-current Subscription Term.

11.3 Disclaimer

Except as expressly set out in Section 11.2, the Services and the Documentation are provided "as is" and "as available". We expressly disclaim all other warranties, express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, and warranties arising from course of dealing or usage of trade. We do not warrant that the Services will be uninterrupted, error-free, or free of harmful components, or that any data will be secure or not otherwise lost or damaged. To the extent a jurisdiction does not permit a warranty disclaimer, the disclaimers above apply to the maximum extent permitted by law.

Counsel to confirm: whether consumer warranties under UAE Consumer Protection Law and, where applicable, EU / UK consumer-rights statutes must be preserved by express carve-out, and the formatting of the all-caps disclaimer.

12 · IndemnificationIndemnification

12.1 Our indemnity to Customer

We will defend Customer against any third-party claim that Customer's authorised use of the Services, as permitted by this Agreement and the Documentation, infringes that third party's intellectual-property rights, and we will pay any damages finally awarded by a court of competent jurisdiction, or agreed by us in settlement, arising from such claim.

If the Services are held, or in our reasonable opinion are likely to be held, to infringe a third-party intellectual-property right, we may, at our option and expense: (a) procure for Customer the right to continue using the Services; (b) replace or modify the Services so that they become non-infringing while remaining materially equivalent; or (c) if neither (a) nor (b) is commercially reasonable, terminate the affected Subscription and refund any pre-paid, unused fees.

This Section 12.1 does not apply to claims arising from (i) Customer Data, (ii) Customer's combination of the Services with products or services we did not supply, (iii) modifications to the Services not made by us, or (iv) Customer's use of the Services in violation of this Agreement.

12.2 Customer indemnity to us

Customer will defend us against any third-party claim arising from (a) Customer Data, (b) Customer's or its Authorised Users' violation of this Agreement, including the Acceptable Use section, or (c) Customer's violation of applicable law, and will pay any damages finally awarded, or agreed by Customer in settlement, arising from such claim.

12.3 Procedure

The indemnified party must (a) promptly notify the indemnifying party in writing of the claim; (b) give the indemnifying party sole control of the defence and settlement, provided that no settlement imposing a non-monetary obligation on the indemnified party may be entered without its prior written consent (not to be unreasonably withheld); and (c) provide reasonable cooperation at the indemnifying party's expense.

The remedies in this Section are the parties' sole and exclusive remedies for third-party intellectual-property claims.

Counsel to confirm: alignment with UAE indemnification doctrine, mirror-indemnity coverage for trademark claims, and whether an enhanced indemnity should be offered as part of an enterprise agreement.

13 · Limitation of liabilityLimitation of liability

13.1 Excluded damages

To the maximum extent permitted by law, neither party will be liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, loss of revenue, loss of business, loss of goodwill, or loss, corruption, or inaccuracy of data, even if advised of the possibility of such damages and even if a limited remedy fails of its essential purpose.

13.2 Aggregate cap

Each party's aggregate liability arising out of or relating to this Agreement will not exceed the greater of (a) the total fees paid or payable by Customer to MongoQUI in the twelve (12) months immediately preceding the event giving rise to the liability, or (b) United States Dollars one thousand (USD 1,000).

Placeholder cap, counsel to confirm. Consider jurisdiction-specific minimums, whether an enhanced cap should apply to Ultimate-plan customers, and whether indemnification obligations should be carved out of the cap.

13.3 Carve-outs

Nothing in this Section limits either party's liability for (a) amounts owed under Section 4 (fees); (b) a party's indemnification obligations under Section 12; (c) breach of Section 17 (Confidentiality); (d) fraud or wilful misconduct; or (e) any liability that cannot be excluded or limited under applicable law (for example, death or personal injury caused by negligence).

13.4 Allocation of risk

The limitations in this Section reflect the allocation of risk between the parties and are a fundamental basis of the bargain. They apply even if a limited remedy fails of its essential purpose.

Counsel to confirm: cap amount, currency, carve-outs, interaction with UAE Civil Code damages rules, and whether the cap should be articulated separately for direct versus indirect loss under UAE law.

14 · Term & terminationTerm and termination

14.1 Term

This Agreement begins on the date Customer first accepts it and continues until all Subscriptions under the Agreement have expired or been terminated.

14.2 Termination for convenience

Customer may cancel a Subscription at any time via the billing portal. Cancellation takes effect at the end of the then-current Subscription Term; no pro-rata refund is issued for early cancellation, except as set out in Section 6.

14.3 Termination for material breach

Either party may terminate this Agreement (including all Subscriptions) if the other party materially breaches the Agreement and fails to cure the breach within thirty (30) days after receiving written notice of the breach. Non-payment of fees is a material breach if not cured within fourteen (14) days after notice; see Section 4.4.

14.4 Termination for insolvency

Either party may terminate this Agreement immediately on written notice if the other party ceases to do business, becomes insolvent, makes a general assignment for the benefit of creditors, files a petition in bankruptcy, has an administrator, liquidator, or receiver appointed, or undergoes an equivalent proceeding under applicable law.

14.5 Effect of termination

Upon termination: (a) Customer's right to access and use the Services ceases; (b) Customer will pay all fees accrued up to the effective date of termination; (c) we will delete Customer Data in accordance with Section 8.4; and (d) provisions that by their nature survive termination will survive, including Sections 2 (Definitions), 8 (Customer Data, with respect to deletion), 9 (Intellectual property), 11 (Warranties), 12 (Indemnification), 13 (Limitation of liability), 17 (Confidentiality), 20 (Governing law), 23 (Notices), and 24 (General provisions).

Counsel to confirm: the cure period (30 days is the market standard), non-payment cure period (14 days is conservative), and the jurisdictional validity of insolvency termination against UAE insolvency law.

15 · Suspension for security eventsSuspension for security events

We may suspend Customer's access to the Services, in whole or in part, without prior notice if:

  1. Customer's use of the Services materially threatens the security, integrity, or availability of the Services or of other customers' data;
  2. Customer is in material breach of the Acceptable Use section;
  3. Customer's account has been compromised (for example, credentials have been reused and we detect large-scale unauthorised access);
  4. Customer's payment method has failed and Customer has not cured within the window in Section 4.4; or
  5. We are compelled by law or by a competent authority to suspend.

We will notify Customer promptly after suspending, describe the reason to the extent legally permissible, and work with Customer in good faith to lift the suspension once the triggering condition has been resolved. Suspension is not a waiver of our right to terminate the Agreement in addition to, or instead of, suspending.

Fees continue to accrue during a suspension caused by Customer's breach; they do not accrue during a suspension caused solely by our own fault.

Counsel to confirm: the interaction between suspension and fee accrual under UAE contract law, and the format of the post-suspension notice.

16 · Export compliance & sanctionsExport compliance and sanctions

Customer represents and warrants that (a) Customer is not located in, under the control of, or a national or resident of any country or territory subject to comprehensive trade sanctions administered by the United Nations Security Council, the United States, the European Union, the United Kingdom, or the United Arab Emirates ("Restricted Jurisdictions"); (b) Customer is not a Restricted Party (that is, a person or entity named on any restricted-party list maintained by any of the foregoing, including the U.S. OFAC Specially Designated Nationals list); and (c) Customer will not access or use the Services in violation of any applicable export-control or sanctions law.

We reserve the right to deny access, terminate the Agreement, or take other action necessary to comply with applicable export-control and sanctions laws. Customer is responsible for complying with any export-control or sanctions rules that apply to Customer's own use of data or technology with the Services.

Counsel to confirm: final list of Restricted Jurisdictions, screening cadence, and whether Customer is required to flow-down sanctions compliance to Authorised Users.

17 · ConfidentialityConfidentiality

17.1 Obligations

Each party will (a) use the other party's Confidential Information only as necessary to perform under this Agreement or exercise its rights; (b) protect the other party's Confidential Information using the same degree of care it uses for its own Confidential Information of like importance, but in no event less than a reasonable degree of care; and (c) limit access to the other party's Confidential Information to its personnel, contractors, and advisers who have a need to know and who are bound by written confidentiality obligations at least as protective as those in this Section.

17.2 Exclusions

Confidential Information does not include information that (a) is or becomes publicly available without breach of this Section; (b) was rightfully in the Recipient's possession before disclosure, without a confidentiality obligation; (c) is independently developed by the Recipient without reference to the Discloser's Confidential Information; or (d) is rightfully received from a third party without a confidentiality obligation.

17.3 Compelled disclosure

If Recipient is compelled by law to disclose Confidential Information, Recipient will, to the extent legally permitted, give Discloser prior notice and reasonable cooperation so that Discloser may seek a protective order or other appropriate remedy.

17.4 Duration

Confidentiality obligations survive termination for a period of five (5) years, and indefinitely for trade secrets.

Counsel to confirm: survival period, alignment with any separately signed mutual non-disclosure agreement, and carve-outs for regulated disclosures.

18 · PublicityPublicity

With Customer's prior written consent (email sufficient), we may identify Customer as a customer of MongoQUI by name and logo on our website, in marketing materials, and in public lists of customers, and may produce a short customer-story with Customer's cooperation. Customer may revoke consent on reasonable notice and, on revocation, we will cease new uses within a reasonable time and remove Customer's name and logo from our active marketing. Historical published materials (for example, printed publications) need not be recalled.

Counsel to confirm: whether an opt-in-at-sign-up toggle should replace the written-consent model for logos only, and whether case studies require a separate consent.

19 · Modifications to this AgreementModifications to this Agreement

We may modify this Agreement from time to time. When we make a material change, we will (a) update the "Last updated" date; (b) post the modified Agreement at this URL; and (c) notify Customer by email to the billing contact and/or through an in-app notice at least thirty (30) days before the change takes effect, unless a shorter period is required by law or by a security concern.

Continued use of the Services after the effective date of a modification constitutes acceptance of the modified Agreement. If a modification materially adversely affects Customer's rights, Customer may reject the modification by providing written notice to legal@mongoqui.com before the effective date and terminating the affected Subscription; in that case, we will refund the pro-rata unused fees for the remainder of the then-current Subscription Term.

Non-material changes (typographical corrections, clarifications, updates to operational details) may take effect immediately on posting.

Counsel to confirm: notice period (30 days is standard; some markets require 60), the definition of "material", and the customer's opt-out right on modification.

20 · Governing law & dispute resolutionGoverning law and dispute resolution

This Agreement is governed by the laws of the United Arab Emirates, without regard to its conflict-of-laws principles. The parties submit to the exclusive jurisdiction of the competent courts of [Dubai or Abu Dhabi, counsel to confirm], United Arab Emirates, for any dispute arising out of or in connection with this Agreement.

Before filing a claim, the parties agree to attempt in good faith to resolve the dispute through senior-leadership negotiation for a period of at least thirty (30) days.

Nothing in this Section prevents either party from seeking interim or injunctive relief in any court of competent jurisdiction to protect its intellectual-property rights or Confidential Information.

Counsel to confirm: final choice of forum (DIFC Courts vs onshore, ADGM vs onshore, or a neutral seat), whether arbitration (DIAC, LCIA, ICC) is preferred over courts, whether a class-action waiver should be added for consumer-facing usage, and whether jurisdiction should differ for enterprise customers under signed MSAs.

21 · Force majeureForce majeure

Neither party will be liable for any failure or delay in performance (other than the payment of money) caused by events beyond its reasonable control, including acts of God, war, terrorism, civil disturbance, epidemic or pandemic, labour disputes, failure of third-party telecommunications or cloud infrastructure, government action, and natural disasters. The affected party will give prompt notice of the event, use reasonable efforts to mitigate its impact, and resume performance as soon as reasonably practicable. If a force-majeure event continues for more than sixty (60) consecutive days, either party may terminate the affected Subscription on written notice without further liability, other than the obligation to pay for Services actually delivered.

22 · AssignmentAssignment

Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign this Agreement in its entirety, on written notice to the other party, to a successor in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all of its assets or equity. Any purported assignment in breach of this Section is void. This Agreement binds and benefits the parties and their permitted successors and assigns.

23 · NoticesNotices

Legal notices to us must be sent by email to legal@mongoqui.com, with a copy by recognised international courier to our registered office (to be inserted by counsel). Legal notices to Customer will be sent to the primary billing email on file and, at our option, to any secondary email addresses designated by Customer.

Operational notices (for example, service announcements, maintenance windows, and security advisories) may be sent by email to the account email on file or displayed in-app.

Counsel to confirm: whether a physical notice address is required in addition to email, and the correct email for enterprise-contract notices.

24 · General provisionsGeneral provisions

24.1 Entire agreement

This Agreement is the entire agreement between the parties concerning its subject matter and supersedes all prior or contemporaneous agreements, proposals, and communications on that subject, whether written or oral.

24.2 Severability

If any provision of this Agreement is held unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, it will be struck, and the remaining provisions will remain in full effect.

24.3 Waiver

A party's failure to enforce a provision of this Agreement is not a waiver of its right to enforce that provision (or any other provision) later. A waiver must be in writing and signed by the waiving party.

24.4 No third-party beneficiaries

This Agreement is for the benefit of the parties only. No third party has any right or remedy under or by reason of this Agreement.

24.5 Relationship of the parties

The parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, franchise, or employment relationship.

24.6 Counterparts and electronic signatures

This Agreement may be executed electronically and in counterparts, each of which is deemed an original and all of which together constitute one and the same instrument.

24.7 Headings

Section headings are for convenience only and do not affect interpretation.

24.8 Interpretation

The words "including", "includes", and "include" are to be read as if followed by "without limitation".

25 · ContactContact

  • Legal notices: legal@mongoqui.com
  • Billing enquiries: support@mongoqui.com (include your Stripe customer reference or invoice number)
  • Sales and contracts (enterprise, MSA, DPA): sales@mongoqui.com
  • Security disclosures: security@mongoqui.com
  • Abuse reports: abuse@mongoqui.com
  • Privacy enquiries: privacy@mongoqui.com
  • Registered office: MongoQUI (legal entity name TBC), United Arab Emirates. Full address to be inserted by counsel prior to publication.