Terms of Service

These Terms are a contract between you and Saad Kadri, trading as Mneia, a sole proprietorship established in California, United States.

You accept them by creating an account, using the Service, or joining the waitlist. If you are accepting on behalf of an organisation, you are confirming you have authority to bind it, and "you" then means that organisation. If you do not have that authority, do not accept.

Section 19 requires most disputes to be resolved by individual arbitration and waives your right to a jury trial and to participate in a class action. You may opt out within 30 days without affecting anything else. Consumers in the EEA and the UK keep their local rights regardless.

Mneia captures the decisions, constraints, and open questions produced in an AI agent session, and hands them to whoever picks the work up next. It does three things: checkpoint, rehydrate, and handoff.

It is a hosted service. There is no local database, no offline mode, and no self-hosted deployment. The CLI, the MCP server, and the web app are all authenticated clients against one hosted API. An account is required and the clients do not function without one.

The Service is not yet generally available. Access is opening in stages from the waitlist. Until we tell you your access is live, nothing here obliges us to provide the Service to you.

The client packages (the CLI, the MCP server, the schema, the prompts, and the ranking logic) are published under the Apache License, Version 2.0. That licence governs them, and nothing in these Terms takes away a right it grants you.

The hosted service is proprietary. The API, the store, the web app, billing, permissions, and audit are not open source and are not licensed to you except as the right to use the Service described here.

Being able to read the client source does not mean you can run Mneia without us. That is a real limitation, we would rather say it here than let you discover it, and it changes if and when a bring-your-own-cloud deployment ships.

You must be at least 16, and at least 18 in India, and not barred from receiving US-origin software under applicable sanctions and export law.

You are responsible for what happens under your account and for keeping credentials secure. Tell us promptly if you suspect unauthorised access. Accounts are for people, not for sharing. A seat is one human being, and agents acting on your behalf count against your workspace rather than as separate seats.

Checkpoints are metered because they cost us money. Each one calls a large language model, and that call is the only meaningful marginal cost in the product. Everything else (rehydrate, handoff, search, status) is not metered. The included allowance is set well above ordinary use, so under normal conditions you will experience seat pricing and never think about it.

Fees are billed in advance and are stated exclusive of taxes; you are responsible for any VAT, GST, or sales tax, and for withholding taxes where they apply. Prices may change with 30 days’ notice, taking effect at your next renewal.

Refunds. Fees are non-refundable except where the law requires otherwise, which for consumers in the EEA, the UK, and India it often does, and those rights are not affected by this paragraph. If we materially fail to provide the Service and do not fix it within a reasonable time, you can cancel and receive a pro-rata refund of prepaid fees.

The Solo tier is free and we intend to keep it that way. We are not promising it will exist forever, but we will not convert it to a paid tier without notice and an export path.

You own your content. We do not, and we make no claim to it. That covers everything you put into Mneia or that Mneia captures from your sessions: decisions, constraints, rationale, handoffs, and the artefacts they point at.

You grant us a limited, non-exclusive, worldwide, royalty-free licence to host, store, transmit, index, embed, display, and process your content solely to provide the Service to you and to meet our legal obligations. That licence exists so we can run the product. It ends when you delete the content or close your account, subject to the backup windows in our Privacy Policy.

We do not train models on your content. Model improvement uses behavioural signals (which items were referenced, ignored, confirmed, edited, or rejected), not the words you wrote. This commitment is contractual, not merely a policy statement, and changing it requires advance written notice.

You are responsible for having the right to put your content into Mneia, and for not putting in anything you are contractually or legally barred from disclosing to a service provider. Checkpointing sends content to our LLM provider. If that is incompatible with an obligation you owe someone else, do not checkpoint that work.

You will not:

• Break the law, or use Mneia to help someone else break it
• Upload malware, or content you have no right to upload
• Attempt to access another customer’s workspace, or to defeat the scope enforcement that separates them
• Probe, scan, or load-test our infrastructure without written permission; security research under our disclosure process is welcome and exempt
• Resell or white-label the Service, or use it to build a competing product
• Scrape the Service, or use automation to evade metering, rate limits, or seat counts
• Use Mneia to store data that requires compliance we have not agreed to in writing: protected health information, cardholder data, or government classified material

We may suspend an account that is causing harm or risk to others. Where circumstances allow, we will contact you first, and suspension will be as narrow and as short as the problem requires.

Mneia uses large language models, and they get things wrong. Extraction may miss a decision, capture one that was never made, or record a rationale imprecisely. Contradiction detection may flag a conflict that is not one, or miss one that is.

Every extracted item is a suggestion for you to confirm, edit, or reject. That is why the confirmation step exists rather than being friction we forgot to remove. A human-confirmed item is never silently overridden by an agent’s assertion, and conflicts between two humans are never auto-resolved.

Do not rely on Mneia as the sole record of anything that matters. It is a memory layer over your work, not the authoritative source. Keep your own records of decisions with legal, financial, or safety consequences. To the extent the law allows, we are not liable for a decision you made on the strength of an output that turned out to be wrong.

The Service, the hosted platform, the Mneia name and marks, and everything we have written that is not published under an open-source licence remain ours. These Terms grant you the right to use the Service, not to own any part of it.

Feedback you send us, we may use freely and without owing you anything. We would rather have your feedback than the awkwardness of a claim over it. This does not give us rights to your content.

Each of us may learn confidential information from the other. We will each use it only for the purposes of this agreement, protect it with at least reasonable care, and not disclose it except to people who need it and are bound to keep it confidential.

Your content is your confidential information. This obligation survives the end of the agreement. It does not apply to information that is public through no fault of the recipient, was already known, or is independently developed. Disclosure compelled by law is permitted, with notice to the other party where the law allows it.

The agreement runs until terminated. You may close your account at any time, for any reason or none. We may terminate for material breach you have not fixed within 30 days of notice, or immediately for the conduct in section 7. We may discontinue the Service entirely on 90 days’ notice, with a pro-rata refund of prepaid fees.

You can export your data at any time while the account is open, and for 30 days after it closes. Export is a standing feature, not a favour granted on the way out, and we will not hold data hostage against unpaid fees; we will pursue those separately if we need to.

After that window, data is deleted on the schedule in our Privacy Policy. Sections 6, 9, 10, 12, 13, 14, 19, and 20 survive termination.

We warrant that we will provide the Service with reasonable skill and care, and that we will not materially reduce its security during a paid term.

Beyond that, and to the fullest extent the law allows, the Service is provided "as is" and "as available", without warranties of any kind, including merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing. We do not warrant that it will be uninterrupted, error-free, or that outputs will be accurate or complete.

The Solo tier is free, and free means provided without warranty of any kind, with no service level and no uptime commitment.

Some jurisdictions do not allow the exclusion of implied warranties. Consumers in the EEA, the UK, Australia, and India have statutory guarantees that cannot be excluded by contract. Nothing here limits those, and where they conflict with this section, they win.

Neither of us is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, goodwill, or data, even if told such damages were possible.

Our total liability is capped at the greater of the fees you paid us in the 12 months before the claim arose, or one hundred US dollars. For the free tier, that cap is one hundred US dollars.

These limits do not apply to death or personal injury caused by negligence, to fraud or fraudulent misrepresentation, to a party’s indemnification obligations, to your obligation to pay fees, or to anything else that cannot be limited under the law that applies to you. Consumer protections in the EEA, the UK, and India are not affected.

This allocation of risk is a basis of the bargain and the reason the price is what it is. It applies even if a limited remedy fails of its essential purpose.

We will defend you against a third-party claim that the Service as we provided it infringes their intellectual property, and pay any resulting settlement or award, provided you tell us promptly and let us control the defence.

You will defend us against a third-party claim arising from your content, your use of the Service in breach of these Terms, or your violation of law or another person’s rights, on the same conditions.

Talk to us first. Most problems are a misunderstanding. Write to us with the detail and give us 30 days. Most things end here.

Arbitration. If that does not resolve it, disputes will be settled by binding individual arbitration administered by JAMS under its rules, seated in California, in English, before one arbitrator. Judgment on the award may be entered in any court with jurisdiction. You are waiving your right to a jury trial, and the arbitrator, not a court, decides questions about the scope of this clause, except as stated below.

Class action waiver. Disputes will be arbitrated only on an individual basis. Neither of us may bring a class, collective, consolidated, or representative action. If this waiver is held unenforceable as to a particular claim, that claim proceeds in court and the rest of this section still applies to everything else.

You may opt out of arbitration and the class action waiver by emailing legal@mneia.dev within 30 days of first accepting these Terms, saying so plainly and identifying your account. Opting out costs you nothing and changes nothing else about your agreement or your service. We will not treat it as a reason to refuse or degrade service.

What is carved out. These apply regardless of the above: either of us may seek injunctive relief in court to protect intellectual property or confidential information; either of us may bring a claim in small claims court if it qualifies; and public injunctive relief is not waived where California law preserves it.

If you are a consumer in the EEA or the UK, this section does not apply to you. You may bring proceedings in the courts of your country of residence, under its law, and you keep access to the EU Online Dispute Resolution platform. If you are in India, nothing here limits your rights under the Consumer Protection Act, 2019.

These Terms are governed by the laws of the State of California, excluding its conflict-of-laws rules and the UN Convention on Contracts for the International Sale of Goods. Where section 15 does not require arbitration, the state and federal courts of California have exclusive jurisdiction and both of us consent to venue there.

This does not deprive a consumer of the protection of mandatory law where they live. If you are a consumer in the EEA, the UK, India, or anywhere else whose law says its rules apply to you regardless of what a contract says, those rules apply and this section yields to them.

We may change these Terms. For material changes we will give at least 30 days’ notice by email and by updating the date at the top. Continuing to use the Service after they take effect means you accept them.

If you do not accept a material change, you may terminate before it takes effect and receive a pro-rata refund of prepaid fees. A change that materially reduces your rights does not apply retroactively to a dispute that arose before it.

• Entire agreement: these Terms, the Privacy Policy, any Data Processing Addendum, and any order form are the whole agreement. An Enterprise order form prevails over these Terms where they conflict.
• Severability: if a provision is unenforceable, the rest stands and the provision is narrowed to what is enforceable.
• No waiver: not enforcing something once does not waive it.
• Assignment: you may not assign without our consent; we may assign to a successor of the business, subject to the notice in our Privacy Policy.
• Force majeure: neither of us is liable for delay caused by events genuinely beyond our control. This does not excuse paying money that is owed.
• Notices: to you by email or in the Service; to us at legal@mneia.dev.
• No third-party beneficiaries: nobody outside this agreement gets rights under it.
• Export and sanctions: you will comply with US export control and sanctions law.
• Language: English is the governing language; translations are for convenience.