Terms and Conditions

The basics

These Terms and Conditions apply to this website and to services offered by Mackup LLC, a Delaware limited liability company operating under the mackup.io brand. In these Terms, "mackup.io", "we", and "us" mean Mackup LLC.

Individual projects are usually also governed by their own documents: a proposal, a statement of work, a service agreement, a managed-service agreement, a data processing agreement, or another written agreement accepted by both sides. If one of those documents conflicts with these general Terms, the project document controls.

Reading this website, emailing us, or discussing a possible project does not by itself create a client relationship, and it does not obligate us to accept an engagement. It just means we're talking, which we are always glad to do.

Using this website

You're welcome to use this website to learn about mackup.io and to contact us. We only ask that you don't intentionally:

• interfere with the website or attempt unauthorized access
• introduce malicious software
• abuse the contact tools or flood us with automated messages
• misrepresent who you are when contacting us
• use the website in a way that breaks the law

The content on this site is provided for general information and is updated from time to time as our work evolves.

What we do

Depending on the engagement, Mackup LLC may provide services such as:

• business and workflow automation
• AI systems
• custom software development
• internal dashboards and business tools
• software integrations
• web applications and websites
• managed technology services, including hosting, monitoring, maintenance, debugging, and ongoing improvements
• process and technology consulting

No engagement includes all of these by default. The scope, deliverables, responsibilities, timeline, and pricing for each engagement are set out in its own proposal, statement of work, or agreement.

Two ways of working

Managed services. We build a system and operate it for you as an ongoing service. Depending on the agreement, that can include hosting, monitoring, maintenance, debugging, updates, support, and continued improvements. You use or receive the agreed result while we remain responsible for the technical systems described in the agreement.

One-off projects. We scope, build, and deliver a defined project, such as an automation, integration, website, internal tool, web application, or custom software system, without necessarily operating it after delivery.

The proposal or agreement for each engagement states which model applies.

Proposals, scope, and changes

Work begins only after both sides agree on the scope and commercial terms that apply. Depending on the engagement, the applicable document may define deliverables, responsibilities, assumptions, access requirements, timeline, pricing, payment schedule, acceptance process, support, maintenance, ownership, and cancellation terms.

A request that falls outside the agreed scope may require a revised proposal, a written scope change, additional fees, a revised timeline, or a separate project. We will communicate material scope or pricing changes before performing substantial out-of-scope work, and we ask clients to raise scope questions early so nobody is surprised.

Ownership and intellectual property

Your data is always yours. You keep ownership of the original data, content, accounts, trademarks, branding, documents, materials, and business information you supply to us.

For managed services, Mackup LLC generally retains ownership of the software, code, infrastructure, internal tools, workflows, systems, reusable components, and related technology we build and operate, unless a written agreement states otherwise. You receive the right to use or receive the agreed service and deliverables for the purpose and duration described in the applicable agreement. This structure is what lets us stay responsible for keeping managed systems reliable.

For one-off projects, ownership of specifically identified deliverables can transfer to you after final payment when that transfer is included in the proposal or agreement.

In every model, Mackup LLC retains its pre-existing and reusable tools, libraries, frameworks, components, templates, processes, development methods, internal systems, and general knowledge, skills, and experience.

This section is a summary of how we usually work, not a replacement for the actual project agreement, which is the authoritative word on ownership for that project.

Your responsibilities

Clients are generally responsible for:

• providing accurate project information
• providing timely decisions, feedback, and approvals
• providing required access to systems and accounts
• confirming they have permission to share the data and materials they provide
• maintaining lawful rights to content and software they supply
• using delivered systems lawfully
• protecting credentials and accounts under their control
• reviewing important output where human review is appropriate
• paying invoices on the agreed schedule
• telling us about changes that could affect the system

Payment

Managed services are generally billed monthly, in advance.

One-off projects may be billed through an initial payment or deposit, milestone payments, recurring installments, a final delivery payment, or another schedule stated in the proposal or agreement. A down payment may be required before work begins.

Invoices are due according to the payment terms shown in the applicable proposal, agreement, or invoice.

Third-party services

Projects often depend on third-party products: hosting providers, APIs, software platforms, AI providers, CRMs, accounting systems, ecommerce platforms, email providers, cloud services, and other external systems.

We don't control those services and can't guarantee that they will always remain available, unchanged, compatible, secure, error-free, or offered at the same price. You may also be subject to a third party's own terms, fees, and privacy policies.

Confidentiality

Nonpublic information shared while scoping and delivering work should be treated confidentially by both sides. That can include business information, project details, technical information, account information, proposals, pricing, financial information, customer information, internal systems, credentials, and documentation.

Mackup LLC uses confidential client information only as reasonably necessary to evaluate, build, operate, maintain, support, and communicate about the agreed services.

A signed nondisclosure agreement or service agreement may contain more specific confidentiality requirements for a particular engagement.

Data and privacy

We handle client information only as reasonably necessary to scope an engagement, communicate, deliver services, operate and support managed systems, protect systems, and maintain appropriate business records.

We do not sell or rent personal information, and we do not share client information with third parties for their independent advertising purposes. Necessary service providers, such as hosting and email infrastructure, may process information when needed to operate, secure, communicate about, or deliver services.

How this website itself handles information is described in our Privacy Policy.

Reliability and service limitations

We build and operate systems with reasonable care and professional diligence. Keeping things running is, famously, our whole thing. Even so, software, APIs, automations, AI systems, hosting platforms, and third-party services can fail, change, become unavailable, produce errors or unexpected results, experience security incidents, or stop supporting an integration.

We therefore can't promise that any system will be uninterrupted, perfectly secure, completely error-free, or immune from third-party changes. For managed services, we monitor and resolve issues according to the applicable agreement.

One honest note about automation and AI: important business, financial, legal, medical, safety, or similarly consequential decisions should not rely solely on unreviewed automated or AI-generated output. Keep a human in the loop where it matters.

Limitation of liability

To the extent permitted by applicable law, Mackup LLC's total liability for a claim arising from a specific service will not exceed the fees paid for the service giving rise to the claim.

To the extent permitted by applicable law, Mackup LLC is not responsible for indirect, incidental, special, punitive, exemplary, or consequential losses, including lost revenue, lost profits, lost business opportunities, loss of goodwill, or losses caused primarily by third-party services.

Some laws do not allow certain limitations, in which case those limitations apply only to the extent the law permits.

Cancellation, termination, and refunds

For managed services: fees are non-refundable for a billing period that has already started. Unless the applicable agreement states otherwise, either party may cancel an ongoing managed engagement with 30 days' written notice.

For one-off projects:

• initial payments, deposits, and milestone payments are generally non-refundable once the related work has been performed or delivered
• completed and accepted milestones remain payable
• work completed before termination remains payable
• approved expenses and outstanding invoices remain payable

If we are unable to complete agreed work, both sides will review the undelivered scope and determine whether a reasonable prorated refund, credit, or adjustment is appropriate.

The specific proposal or agreement for an engagement may contain different cancellation, termination, or refund terms, and that document controls.

Suspension of managed services

We may temporarily suspend a managed service when reasonably necessary because of unpaid invoices, a material breach of the applicable agreement, illegal or abusive use, a serious security concern, a risk to systems or data, a required third-party service becoming unavailable, or a client failing to provide essential access or cooperation.

Where practical, we will raise the issue and try to resolve it with you before suspending anything. Suspension is a last resort, not a habit.

International clients

We may work with clients located outside the United States when the engagement is technically, commercially, and legally practical. Clients may be responsible for understanding legal, regulatory, or tax requirements that apply specifically to their own location or use of the service.

When an engagement ends

Ending an engagement does not automatically remove obligations that reasonably continue afterward, such as outstanding payments, confidentiality, intellectual property terms, data handling, and rights that accrued before the end date.

Disputes and applicable law

If we ever disagree, the first step is a direct, good-faith conversation. We are two reachable humans, and most problems are solvable that way.

Any dispute that cannot be resolved informally will be governed and handled according to applicable law and any project-specific signed agreement between the parties.

Changes to these Terms

We may update these Terms as our services, website, and legal requirements change. The "last updated" date at the top reflects the current version. Updates apply prospectively, and an update to these website Terms does not rewrite an existing signed client agreement.

General

• if one provision turns out to be unenforceable, the rest still apply
• if we don't enforce a provision once, we haven't permanently waived it
• project-specific written agreements may override these general Terms
• these Terms do not create an employment, franchise, partnership, agency, or joint venture relationship between Mackup LLC and a client
• headings exist only to make this document easier to navigate

Contact

Questions about these Terms should be sent to hi@mackup.io. A founder reads and answers them.