Terms of Service & Master Services Agreement

1. Subscription Grant & Unlimited Internal User Seat Model

Conditioned upon prompt payment of subscription dues and compliance with the terms of this Agreement, Greatzern Consulting grants Customer a worldwide, commercial, non-exclusive, non-sublicensable right to access and operate Great ERP during the active term of subscription.

Unlimited User Seat Commitment: In accordance with our core founding charter, standard Great ERP commercial subscriptions permit the provisioning of unlimited internal employee user accounts (including financial accountants, procurement officers, store clerks, cashiers, project managers, and supervisors) without incurring incremental monthly per-seat licensing penalties, subject only to fair compute and storage resource allocations.

2. Production Availability & 99.9% Uptime SLA

Greatzern Consulting provides a contractual 99.9% Production System Availability Service Level Agreement (SLA) across every calendar month, excluding scheduled routine maintenance windows communicated at least 48 hours in advance.

Should system availability fall below 99.9% in a given calendar month due to unscheduled infrastructure faults within our direct control, Customer is entitled to receive a proportional service credit equal to 10% of the monthly fee for every 1.0% of downtime below the SLA target, up to a maximum credit of 50% of that month's billing, upon written submission within thirty (30) days of the outage.

3. Subscription Invoicing, Renewal Cycles & Taxes

• Billing Terms: Subscription fees are payable in advance on a monthly or annual billing schedule, processed automatically against Customer's authorized payment method.
• Annual Plan Discounts: Customers selecting annual prepaid billing receive substantial multi-month discount credits as outlined in the pricing schedule.
• Taxes: All stated subscription fees are exclusive of applicable statutory taxes (such as Value Added Tax (VAT), sales taxes, or withholding duties), which shall be calculated and levied in accordance with local tax jurisdiction requirements.
• Automatic Continuity: To safeguard your ongoing commercial operations against accidental stoppage, subscriptions automatically renew at the expiration of each billing cycle unless terminated via the customer portal prior to renewal.

4. Acceptable Use Policy & Platform Guardrails

Customer agrees to utilize Great ERP strictly for legitimate commercial business purposes in full compliance with all applicable laws and regulations. Customer expressly agrees not to:

• Reverse engineer, decompile, disassemble, or derive the underlying source code of proprietary application modules.
• Execute unauthorized automated penetration vulnerability scans, stress tests, or denial-of-service simulations against production servers.
• Utilize programmatic scrapers or infinite API loops that exceed standard rate limits and impair system responsiveness for other platform nodes.
• Upload, store, or transmit malicious software code, viruses, trojans, or unlawful materials through application file upload endpoints.

5. Customer Data Ownership & Absolute Portability Rights

Customer retains sole, absolute, and unencumbered ownership of all intellectual property, financial ledgers, transactional logs, customer registries, and digital media assets uploaded to or created within Great ERP ("Customer Data"). Greatzern Consulting holds zero title, claim, or intellectual property rights in Customer Data.

Upon termination of this Agreement for any reason, Customer is entitled to a 30-day graceful transition window to download their entire database in standardized, open formats (including full SQL dumps, CSV tables, and structured JSON). We guarantee that your enterprise data will never be held hostage under any commercial dispute.

6. Developer APIs, Webhook Subscriptions & Machine Context (MCP)

Great ERP provides programmatic REST APIs, transactional Webhook dispatchers, and Model Context Protocol (MCP) tool integrations. Customer maintains full responsibility for maintaining the confidentiality of all issued API credentials and Bearer tokens. Any action executed via an authentic API token issued to Customer shall be treated as an authorized action by Customer.

7. Limitation of Liability & Disclaimers

Except as explicitly provided under our 99.9% Uptime SLA, Great ERP is provided "as is" and "as available". To the highest extent permitted by applicable governing law, neither party shall be liable to the other for indirect, special, incidental, punitive, or consequential damages, including loss of business profits, lost revenue, commercial interruption, or loss of goodwill. In all circumstances, Greatzern Consulting's total cumulative monetary liability under this Agreement shall not exceed the total aggregate subscription fees paid by Customer during the twelve (12) months immediately preceding the event giving rise to liability.

8. Governing Law & Binding Arbitration

This Agreement shall be governed by, construed, and enforced in accordance with the substantive laws of Kenya, without giving effect to conflicts of law principles. Any dispute or claim arising out of this Agreement that cannot be settled amicably within thirty (30) days of formal executive notice shall be submitted to final and binding arbitration administered by the Chartered Institute of Arbitrators (Kenya Branch) by a single appointed arbitrator in Nairobi.

9. Legal Notifications & Formal Inquiries

All formal contractual or legal notices directed to the Company must be transmitted via certified courier or official email to:

Greatzern Consulting Legal Affairs
Section 9, Thika, Kiambu County, Republic of Kenya
Legal Notices: legal@greatzern.com | Corporate: info@greatzern.com