Terms of Service

By accessing or using Mentora HQ's platform and services (the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms, and "you" refers to that organization.

If you do not agree to these Terms, do not use the Services. We reserve the right to update these Terms at any time; your continued use of the Services after changes take effect constitutes acceptance.

Mentora HQ provides a cloud-based mentoring program management platform that enables organizations ("Customers") to create, manage, and measure structured mentoring programs. Features include participant management, mentor-mentee matching, program administration, communications tools, reporting, and AI-powered assistance.

Access to specific features depends on your subscription plan. We may modify, suspend, or discontinue any feature at any time with reasonable notice, provided we do not materially reduce the core functionality you have paid for during your subscription term.

Customer Administrators are the individuals designated by the subscribing organization to manage the platform. Administrators are responsible for: - Inviting and managing end users (mentors, mentees, program staff) - Configuring program settings and access controls - Ensuring users comply with these Terms and applicable laws - Maintaining the confidentiality of administrator credentials

End Users are individuals who access the platform through an organization's program. End Users must: - Provide accurate information during registration - Keep login credentials confidential and not share accounts - Use the platform only for its intended purpose (participating in mentoring programs) - Comply with their organization's program rules and these Terms

You are responsible for all activity that occurs under your account. Notify us immediately at security@mentorahq.com if you suspect unauthorized access.

You agree not to use the Services to:

• Violate any applicable local, state, national, or international law or regulation
• Upload, transmit, or distribute content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable
• Impersonate any person or entity, or falsely represent your affiliation
• Interfere with or disrupt the integrity or performance of the Services or third-party data contained therein
• Attempt to gain unauthorized access to the Services, related systems, or other users' accounts
• Use automated scripts, bots, or scrapers to access or interact with the platform without our express written consent
• Reverse engineer, decompile, disassemble, or attempt to discover the source code of any part of the Services
• Resell, sublicense, or otherwise commercialize access to the Services without our written permission
• Use the platform to send unsolicited communications (spam) to users or third parties
• Upload content containing viruses, malware, or any other malicious code

We reserve the right to suspend or terminate accounts that violate these policies.

You own your data. All content, data, and information uploaded to or created within the platform by you or your users ("Customer Data") remains your property. You grant Mentora HQ a limited, non-exclusive license to process Customer Data solely to provide and improve the Services.

We will not: - Sell your Customer Data - Share Customer Data with third parties for their own marketing purposes - Use Customer Data to train third-party AI models without your explicit consent - Access Customer Data except as necessary to provide support, maintain the platform, or comply with legal obligations

Upon termination of your subscription, you may export your data within 30 days. After 30 days, we may delete Customer Data from production systems (backup purge occurs within 90 days).

Mentora HQ's IP: The Services, including all software, algorithms, designs, trademarks, and documentation, are owned by Mentora HQ and protected by intellectual property laws. Nothing in these Terms grants you any rights in the Services beyond the limited right to use them as described herein.

Feedback: If you provide suggestions, ideas, or feedback about the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that Feedback without restriction or compensation.

Third-party components: The Services may include open-source software, which is governed by their respective licenses.

Subscription fees are billed in advance on a monthly or annual basis, as selected at purchase. All fees are non-refundable except as expressly set forth in these Terms or required by applicable law.

Upgrades and downgrades take effect at the next billing cycle unless otherwise agreed.

Late payments: If payment fails, we will notify you and attempt to retry. Accounts more than 14 days past due may be suspended. You remain responsible for all fees during suspension.

Taxes: All fees are exclusive of applicable taxes. You are responsible for all taxes, levies, or duties imposed by taxing authorities in connection with your purchase.

Free trials: We may offer free trial periods. At the end of a trial, your account will automatically convert to a paid plan unless you cancel before the trial expires.

We warrant that: - The Services will perform materially in accordance with our documentation during your subscription term - We will not knowingly introduce malware into the Services - We will maintain reasonable administrative, technical, and physical safeguards to protect Customer Data

Disclaimer: EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, MENTORA HQ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MENTORA HQ AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS INTERRUPTION, ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES.

IN NO EVENT SHALL MENTORA HQ'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED THE GREATER OF (A) THE FEES PAID BY YOU IN THE TWELVE MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED US DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO THE ABOVE MAY NOT APPLY TO YOU IN FULL.

You agree to defend, indemnify, and hold harmless Mentora HQ and its affiliates, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to: - Your use of the Services in violation of these Terms - Your Customer Data or the content you submit - Your violation of any applicable law or regulation - Any claim by a third party arising from your program participants' use of the platform under your account

Term: These Terms remain in effect as long as you have an active subscription or account.

Termination by you: You may terminate your subscription at any time from your account settings or by contacting support. Termination takes effect at the end of your current billing period. No refunds are issued for unused time.

Termination by us: We may suspend or terminate your account immediately if you materially breach these Terms, fail to pay fees when due, or if required by law. We will provide reasonable notice where possible.

Effect of termination: Upon termination, your right to access the Services ceases. Data export is available for 30 days post-termination. Sections that by their nature should survive (data ownership, IP, limitation of liability, governing law) survive termination.

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law principles.

Dispute resolution: We encourage you to contact us first at legal@mentorahq.com to resolve disputes informally. If a dispute cannot be resolved informally, it shall be settled by binding arbitration under the rules of the American Arbitration Association, except that either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent unauthorized use or misappropriation of intellectual property.

Class action waiver: You agree to resolve disputes with us on an individual basis and waive any right to participate in a class action lawsuit or class-wide arbitration.

Entire agreement: These Terms, together with our Privacy Policy and any Order Forms or Service Level Agreements, constitute the entire agreement between you and Mentora HQ regarding the Services.

Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions remain in full effect.

Waiver: Our failure to enforce any provision is not a waiver of our right to do so in the future.

Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

Force majeure: Neither party is liable for delays or failures caused by circumstances beyond their reasonable control.

Notices: Legal notices to Mentora HQ must be sent to legal@mentorahq.com or by certified mail to our registered address.

Questions about these Terms? Contact us:

Mentora HQ Legal Team Email: legal@mentorahq.com

For support questions: support@mentorahq.com