Terms of Service
Haip PMS Cloud
These Terms of Service (“Terms”) govern your access to and use of Haip PMS Cloud and related services provided by Telivity LLC, a Wyoming limited liability company (“Telivity”, “we”, “us”). By creating an account, subscribing, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.
Telivity LLC sells SaaS PMS and B2B tools for hotels and travel companies, as well as custom software development, customization, and consulting to travel companies.
If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” refers to that entity.
1. The Service
Haip PMS Cloud is a hosted property management system for hotels and similar accommodation providers. The Service includes the software, related documentation, and any updates or add-on modules we make available to you, including optional AI features.
We may modify, improve, or discontinue features of the Service. If we discontinue a material feature, we will give you reasonable advance notice.
2. Eligibility and business use
The Service is sold to businesses only. You may use it only for business purposes and only if you are able to form a binding contract. We do not sell to consumers, and consumer protection rules that apply to consumer contracts do not apply to your use of the Service.
3. Accounts
You are responsible for your account credentials and for all activity under your account. You must provide accurate registration and billing information and keep it current. Notify us promptly of any unauthorised access.
You are responsible for the acts and omissions of your personnel and anyone you allow to access the Service.
4. Subscriptions, fees, and billing
The Service is sold on a monthly subscription basis. Current pricing, including per-property pricing and any add-on modules, is published on our website and applies to your subscription unless we have agreed different terms with you in writing.
Subscriptions renew automatically each month until cancelled. You authorise us to charge your payment method on each renewal date.
Fees are exclusive of taxes. You are responsible for all applicable sales, use, VAT, and similar taxes, other than taxes on our income.
If a payment fails, we may retry the charge and may suspend the Service until the amount owed is paid.
We may change pricing on at least thirty (30) days' notice. Changes take effect at your next renewal.
5. Cancellation and refunds
You may cancel at any time. Cancellation takes effect at the end of your current billing period, and you retain access until then.
Fees already paid are non-refundable. We do not provide partial or pro-rated refunds for unused time, downgrades, or periods where you did not use the Service. This does not limit any right you may have under mandatory applicable law.
6. Custom development and professional services
We may provide custom software development, product customisation, or consulting separately from your subscription. Unless agreed otherwise in writing, this work is billed hourly against tracked time and invoiced after the work is performed. Invoices are due on receipt unless stated otherwise.
Deliverables produced under professional services are licensed to you on the same terms as the Service unless we agree otherwise in writing.
7. Your data
Ownership. You retain all rights in the data you or your guests submit to the Service (“Customer Data”). We claim no ownership of it.
Our use. We process Customer Data only to provide, secure, support, and improve the Service, and as instructed by you. We do not sell Customer Data.
Your responsibilities. You are responsible for the accuracy and legality of Customer Data and for having the necessary rights and notices in place to provide it to us, including in relation to hotel guests.
Export and deletion. You may export your data at any time while your subscription is active. After termination we retain Customer Data for thirty (30) days to allow export, after which we delete it, except where we are required to retain it by law.
Backups. We maintain routine backups but you remain responsible for keeping your own records where you need them.
8. Data protection
Where we process personal data on your behalf, you are the controller and we are the processor, as those terms are used in the EU General Data Protection Regulation (GDPR) and the UK GDPR.
We will:
- process personal data only on your documented instructions, including these Terms;
- ensure that personnel with access are bound by confidentiality;
- implement appropriate technical and organisational security measures;
- assist you, so far as reasonably possible, with data subject requests and with security, breach notification, and impact assessment obligations;
- notify you without undue delay after becoming aware of a personal data breach affecting Customer Data;
- delete or return personal data at the end of the subscription, as set out in section 7;
- make available information reasonably necessary to demonstrate compliance with this section.
Subprocessors. You authorise us to engage subprocessors to provide the Service. Our current subprocessors are Amazon Web Services (hosting and infrastructure) and Clerk (authentication). We will give notice before adding a new subprocessor and remain responsible for their performance.
International transfers. Where personal data is transferred out of the EEA or the UK, we will use an appropriate transfer mechanism, such as the European Commission's standard contractual clauses.
Where you require a separate data processing agreement, contact us and we will provide one. A signed data processing agreement takes precedence over this section.
9. Acceptable use
You must not:
- use the Service in breach of applicable law, or to store or transmit unlawful material;
- attempt to gain unauthorised access to the Service or to any other customer's data;
- probe, scan, or test the vulnerability of the Service without our prior written consent;
- interfere with or disrupt the integrity or performance of the Service;
- resell, sublicense, or provide the Service to third parties as a service bureau, except as expressly permitted;
- reverse engineer or attempt to derive source code from the hosted Service, except to the extent this restriction is prohibited by law or the relevant component is licensed to you under an open-source licence.
We may suspend access without notice where we reasonably believe there is a security risk, unlawful activity, or a breach of this section.
10. Third-party services
The Service may integrate with third-party services, including distribution channels, booking systems, and payment providers you choose. Those services are provided by their own operators under their own terms. We are not responsible for third-party services, their availability, or their handling of your data.
Payments to you. Where the Service supports payment or booking workflows, transactions between you and your guests are processed by payment providers you contract with directly. We are a software vendor. We do not take custody of, hold, or transmit funds belonging to you or your guests.
11. Intellectual property
The Service, and all software, documentation, and materials we provide, remain our property or that of our licensors. We grant you a non-exclusive, non-transferable right to access and use the Service during your subscription, for your own business purposes.
Certain components are made available separately as open-source software under the Apache License 2.0. Your use of those components is governed by that licence, not by these Terms.
You may give us feedback about the Service. We may use feedback without restriction or obligation to you.
12. Availability and support
We aim to keep the Service available and to provide support during business hours. Unless we have agreed a written service level agreement with you, the Service is provided without any guaranteed uptime, response time, or resolution time.
We may carry out scheduled maintenance and will try to give reasonable notice where it is likely to cause meaningful disruption.
13. Confidentiality
Each party may receive confidential information from the other. The receiving party will use it only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it except to personnel and advisers who need it and are bound by similar obligations. This does not apply to information that is public, independently developed, or lawfully received from a third party, or to disclosures required by law.
14. Disclaimers
Except as expressly stated in these Terms, the Service is provided “as is” and “as available”. To the maximum extent permitted by law, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement.
We do not warrant that the Service will be uninterrupted, error-free, or that it will meet your requirements. Outputs from AI features are provided for assistance only and should be reviewed by you before you rely on them.
15. Limitation of liability
To the maximum extent permitted by law:
Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost business, or lost or corrupted data, even if advised of the possibility.
Our total aggregate liability arising out of or relating to these Terms or the Service is limited to the amounts you paid us for the Service in the twelve (12) months before the event giving rise to the claim.
Nothing in these Terms limits liability that cannot be limited by law, including for fraud or wilful misconduct.
16. Indemnification
You will defend and indemnify us against third-party claims arising from your Customer Data, your use of the Service in breach of these Terms, or your violation of law.
We will defend and indemnify you against third-party claims that the Service, as provided by us and used in accordance with these Terms, infringes that third party's intellectual property rights. This does not apply to claims arising from Customer Data, from third-party services, or from modifications not made by us.
17. Term, termination, and suspension
These Terms apply for as long as you have an active subscription or account.
Either party may terminate for material breach if the breach is not cured within thirty (30) days of written notice. We may terminate or suspend immediately for non-payment, security risk, or unlawful use.
On termination, your right to use the Service ends. Sections relating to fees owed, your data, confidentiality, intellectual property, disclaimers, liability, indemnification, and governing law survive.
18. Changes to these Terms
We may update these Terms. If a change is material, we will give at least thirty (30) days' notice by email or in the Service. Continued use after the change takes effect means you accept the updated Terms. If you do not accept them, you may cancel under section 5.
19. Governing law and venue
These Terms are governed by the laws of the State of Wyoming, United States, without regard to its conflict of laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Wyoming, and each waives any objection to venue there.
The United Nations Convention on Contracts for the International Sale of Goods does not apply.
20. General
Entire agreement. These Terms, together with any order form, data processing agreement, or written agreement signed by both parties, form the entire agreement between us and supersede prior discussions.
Order of precedence. If there is a conflict, a signed written agreement takes precedence over these Terms.
Assignment. You may not assign these Terms without our written consent, except to a successor in connection with a merger or sale of substantially all assets. We may assign these Terms to an affiliate or successor.
Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
Severability. If a provision is unenforceable, the rest remains in effect.
No waiver. Failure to enforce a provision is not a waiver of it.
Notices. Notices to you may be sent to the email address on your account. Notices to us must be sent by email to info@telivity.app. Notices are deemed given on the day they are sent, or the next business day if sent outside business hours.
Independent contractors. The parties are independent contractors. Nothing creates a partnership, agency, or joint venture.
21. Contact
Telivity LLC
Email: info@telivity.app
Web: https://telivity.app