Terms of Service

By creating an account or using Morning Cloud, you enter into a legally binding electronic contract with Polina Ostapenko, Sole Proprietor (registered under the laws of Ukraine), in accordance with the Law of Ukraine “On Electronic Commerce.” Your acceptance of these Terms constitutes a valid electronic signature, recorded alongside connection metadata (timestamp, document version, and IP address) in our database. Use of the installed desktop application is additionally governed by the End User License Agreement.

1. The Service

Morning is a desktop application that runs on your own machine and orchestrates AI-assisted software work locally. Optional Morning Cloud provides account sign-in, billing, project sync, and an AI inference gateway. Local execution does not require an account; cloud features do.

2. Accounts

You are responsible for your credentials and all activity under your account, must provide accurate information, and be of legal age. You must verify your email address before purchasing a subscription.

2.1. Suspension and Termination Procedure. Except in cases of severe security threats, imminent legal liability, or automated billing failures, we shall provide you with a written notice at least seven (7) calendar days prior to any account suspension or termination. Such notice will state the reasons for the suspension and describe the steps required to remedy the violation. You retain the right to appeal any suspension or termination by contacting support@morningdev.ai.

3. Acceptable use

• No unlawful, infringing, or harmful use; no abusing, reverse-engineering, or overloading the Service.
• No reselling cloud AI access or circumventing quotas, seats, or billing.
• You are responsible for the code and content you process with the Service.

4. AI and third-party providers

Cloud AI requests are routed through our gateway to third-party model providers. AI output may be inaccurate; review it before use. With your own provider keys (BYO), those calls are governed by that provider’s terms and billed by that provider — we are not a party to them.

5. Plans, trials, and billing

• Trial: 14 days of full desktop functionality on first use; no card required. After the trial, running tasks requires an active subscription (existing boards and history remain accessible).
• Desktop ($10/user/month): a per-user subscription for the desktop application; AI usage is powered by your own provider accounts and billed by those providers.
• Team (volume pricing): $30/seat/month for 1–5 seats, $25/seat/month for 6–30 seats, $20/seat/month for 31+ seats — all seats billed at the band rate. Includes desktop licenses for each seat, the shared cloud workspace, and project sync.
• AI credit packs (Team accounts; when available): one-time purchases that top up the account’s credit balance for AI routed through our gateway. Purchased credits do not expire and are consumed after any included monthly grant; the grant resets each billing period and does not roll over. Credits are non-transferable and, once consumed, non-refundable.
• Enterprise self-hosting: offered under separate written agreement with license keys and activation limits.
• Subscriptions are processed by Paddle as merchant of record (or Stripe where offered); Paddle’s buyer terms and refund process apply to payments. Subscriptions renew until cancelled.

5.1. Subscription Renewal, Taxes, and Refunds. All subscriptions are billed in advance on a recurring basis and will automatically renew for successive billing periods until cancelled by the User. Where the User is a consumer (B2C), all listed prices shall be inclusive of value-added tax (VAT) or other digital services taxes applicable under the customer’s jurisdiction. Refunds, including those governed by Paddle’s or Stripe’s buyer terms, shall be processed in strict compliance with applicable consumer protection laws and are non-refundable once the digital service has been fully provisioned or consumed with the User’s explicit consent.

6. Intellectual property

You retain all rights to your code and content. We retain rights to the Service software and brand, and grant you a limited, non-exclusive license to use the Service while subscribed or trialing.

7. Disclaimers & liability

The Service is provided “as is,” without warranties.

7.1. Statutory Liability Overrides. To the maximum extent permitted by law, we are not liable for indirect or consequential damages, and total liability is limited to the amounts you paid for the Service in the 12 months preceding the claim. Notwithstanding anything to the contrary in these Terms, neither party excludes or limits its liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation;
• intentional misconduct or gross negligence under Article 614 of the Civil Code of Ukraine;
• any other liability which cannot be lawfully excluded or limited under mandatory provisions of applicable consumer protection and civil laws.

8. Termination

You may stop using the Service at any time. We may suspend access for breach of these Terms in accordance with the procedure established in Section 2.1. Local installations keep working with your own provider keys.

9. Changes

We may update these Terms; material changes are posted here with a new effective date and version. Continued use after a change constitutes acceptance of the revised Terms.

10. Governing Law and Dispute Resolution

This Agreement and any dispute or claim arising out of or in connection with it shall be governed by and construed in accordance with the laws of Ukraine, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the competent courts of Ukraine. To ensure compliance with the European Convention on Human Rights regarding effective access to justice, the parties agree that all legal proceedings, where practicable and permitted by procedural law, shall be conducted remotely via video-conferencing or other electronic means. Mandatory consumer protection rights of your country of residence remain unaffected.

11. Contact

support@morningdev.ai · Polina Ostapenko, sole proprietor, Ukraine.