Terms of Service

“Service” means the emblly cloud-based embroidery platform and related services;

“Customer” means any individual or entity accessing or using the Service;

“Customer Content” means all files, designs, data, logos, artwork, and materials uploaded, stored, or otherwise transmitted by Customer through the Service;

“Authorized Users” means employees, contractors, or agents authorized by Customer to use the Service;

“Subscription” means a paid access plan to the Service.

If you access or use the Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms, and in such case, “Customer” will refer to such entity. You further represent that all information provided to emblly is accurate and complete.

Subject to these Terms and payment of applicable fees, emblly grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the Subscription term solely for Customer’s internal business purposes.

This section governs ownership, licensing, and responsibility for Customer Content.

emblly agrees to treat Customer Content as confidential information and shall not access, use, or disclose such information except

• as necessary to provide the Service.

• to authorized sub processors subject to confidentiality obligations.

• as required by law or valid legal process.

Customer agrees not to use the Service to upload, store, or transmit any content that is unlawful, infringing, or harmful, or to engage in any activity that interferes with or disrupts the Service, including reverse engineering, scraping, or unauthorized automated access.

Fees for the Service are billed in advance on a recurring basis as specified in the applicable Subscription plan. All fees are non-refundable except as required by law. emblly reserves the right to suspend or terminate access for non-payment.

The Service is provided on an “as is” and “as available” basis. emblly does not guarantee that the Service will be uninterrupted, error-free, or free of harmful components.

Processing of personal data is governed by emblly’s Privacy Policy and Data Processing Agreement (DPA), which are incorporated by reference into these Terms.

Customer acknowledges and agrees that emblly may use third-party service providers, including cloud infrastructure, analytics, and payment processors, to operate the Service.

emblly may suspend or terminate access to the Service if Customer violates these Terms or if necessary to protect the security or integrity of the Service. Customers may terminate its Subscription at any time in accordance with the applicable plan terms.

Upon termination or expiration of the Subscription, Customer may request export of Customer Content. emblly may delete Customer Content after a reasonable period unless otherwise required by law.

To the maximum extent permitted by law, the Service is provided without warranties of any kind, whether express, implied, or statutory, including without limitation warranties of merchantability, fitness for a particular purpose, and non-infringement.

To the maximum extent permitted by law, emblly shall not be liable for any indirect, incidental, consequential, special, or punitive damages, or for any loss of profits, revenue, data, or goodwill. emblly’s total aggregate liability arising out of or relating to these Terms shall not exceed the amount paid by Customer to emblly in the six (6) months preceding the event giving rise to the claim.

Customer agrees to defend, indemnify, and hold harmless emblly and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from Customer Content, Customer’s use of the Service, or violation of these Terms.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of law principles.

Any dispute arising out of or relating to these Terms shall be resolved by binding arbitration, and Customer agrees to waive any right to participate in class actions or class-wide arbitration.

emblly reserves the right to modify these Terms at any time. Updated Terms will be effective upon posting. Continued use of the Service constitutes acceptance of the modified Terms.

These Terms, together with the Privacy Policy and DPA, constitute the entire agreement between Customer and emblly regarding the Service.

For questions regarding these Terms, contact us at contact@emblly.com.