Terms of Service

1. Acceptance of Terms

By accessing or using any products, services, or websites operated by Yno Software (“Yno”, “we”, “us”, or “our”), including but not limited to Yno Neighborly, Yno Fanbase, and any related applications (collectively, the “Services”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, you may not access or use our Services.

These Terms constitute a legally binding agreement between you and Yno Software. If you are using the Services on behalf of a company or other entity, you represent and warrant that you have the authority to bind such entity to these Terms.

2. Description of Services

Yno Software provides software products and services designed for the direct-to-consumer (DtC) wine industry. Our Services include:

• Yno Neighborly: Industry referral tracking software that helps wineries track referral coupon sales and club signups.
• Yno Fanbase: Tasting room CRM/POS software that helps identify customer influencers, improve member retention, and measure tasting room performance.
• Yno LiberoVino: Wine club and loyalty management platform for Commerce7 and Shopify that automates club membership tracking, tiered benefits, loyalty point management, and customer communications.
• Yno Tasting Party: Blind wine tasting platform that helps hosts create tasting events, invite guests, and record ratings and comments via mobile devices or Alexa to help discover personal wine preferences.
• Other software products and services as may be offered by Yno Software from time to time.

Our Services may integrate with third-party platforms including Commerce7 and Shopify. Your use of these third-party platforms is subject to their respective terms of service and privacy policies.

3. User Accounts and Access

To access certain features of our Services, you may be required to create an account or provide registration information. You agree to:

• Provide accurate, current, and complete information when creating an account
• Maintain and promptly update your account information to keep it accurate, current, and complete
• Maintain the security of your account credentials and password
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized use of your account or any other breach of security

You are responsible for all activities that occur under your account, regardless of whether you authorized such activities. Yno Software is not liable for any loss or damage arising from your failure to comply with this section.

4. Payment Terms

Certain Services may require payment of fees. If you purchase a paid subscription or service:

• You agree to pay all fees associated with your subscription or service as described at the time of purchase
• Fees are typically billed in advance on a monthly or annual basis, as specified in your subscription plan
• All fees are non-refundable except as required by law or as expressly stated in these Terms
• We reserve the right to change our pricing with reasonable notice to you
• If payment is not received by the due date, we may suspend or terminate your access to the Services

You are responsible for any taxes, duties, or government charges that may apply to your use of the Services.

5. Intellectual Property Rights

The Services, including all content, features, functionality, software, code, designs, graphics, logos, and trademarks, are owned by Yno Software or its licensors and are protected by copyright, trademark, and other intellectual property laws.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes in accordance with these Terms.

You may not:

• Copy, modify, distribute, sell, or lease any part of the Services
• Reverse engineer, decompile, or disassemble the Services
• Remove any copyright, trademark, or other proprietary notices from the Services
• Use the Services to develop competing products or services
• Use any automated system to access the Services in a manner that sends more request messages than a human could reasonably produce

6. User Responsibilities and Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree not to:

• Violate any applicable local, state, national, or international law or regulation
• Transmit any malicious code, viruses, or harmful data
• Attempt to gain unauthorized access to any portion of the Services or any other systems or networks
• Interfere with or disrupt the Services or servers or networks connected to the Services
• Use the Services to collect or store personal data about other users without their consent
• Impersonate any person or entity or misrepresent your affiliation with any person or entity
• Use the Services in any manner that could damage, disable, overburden, or impair our servers or networks

You are solely responsible for all data, content, and information that you upload, transmit, or store through the Services. You represent and warrant that you have all necessary rights and permissions to use such data, content, and information.

6. Mobile Terms of Service

The Yno Software mobile message service (the “Service”) is operated by Yno Software (“Yno Software”, “we”, or “us”). Your use of the Service constitutes your agreement to these terms and conditions (“Mobile Terms”). We may modify or cancel the Service or any of its features without notice. To the extent permitted by applicable law, we may also modify these Mobile Terms at any time and your continued use of the Service following the effective date of any such changes shall constitute your acceptance of such changes. By consenting to Yno Software's SMS/text messaging service, you agree to receive recurring SMS/text messages from and on behalf of Yno Software through your wireless provider to the mobile number you provided, even if your mobile number is registered on any state or federal Do Not Call list. Text messages may be sent using an automatic telephone dialing system or other technology. Service-related messages may include updates, alerts, and information (e.g., order updates, account alerts, etc.). Promotional messages may include promotions, specials, and other marketing offers (e.g., cart reminders). You understand that you do not have to sign up for this program in order to make any purchases, and your consent is not a condition of any purchase with Yno Software. Your participation in this program is completely voluntary. We do not charge for the Service, but you are responsible for all charges and fees associated with text messaging imposed by your wireless provider. Message frequency varies. Message and data rates may apply. Check your mobile plan and contact your wireless provider for details. You are solely responsible for all charges related to SMS/text messages, including charges from your wireless provider. You may opt-out of the Service at any time. Text the single keyword command STOP to +18777031821 or click the unsubscribe link (where available) in any text message to cancel. You'll receive a one-time opt-out confirmation text message. No further messages will be sent to your mobile device, unless initiated by you. If you have subscribed to other Yno Software mobile message programs and wish to cancel, except where applicable law requires otherwise, you will need to opt out separately from those programs by following the instructions provided in their respective mobile terms. For Service support or assistance, text HELP to +18777031821 or email contact@ynosoftware.com. We may change any short code or telephone number we use to operate the Service at any time and will notify you of these changes. You acknowledge that any messages, including any STOP or HELP requests, you send to a short code or telephone number we have changed may not be received and we will not be responsible for honoring requests made in such messages. The wireless carriers supported by the Service are not liable for delayed or undelivered messages. You agree to provide us with a valid mobile number. If you get a new mobile number, you will need to sign up for the program with your new number. To the extent permitted by applicable law, you agree that we will not be liable for failed, delayed, or misdirected delivery of any information sent through the Service, any errors in such information, and/or any action you may or may not take in reliance on the information or Service. We respect your right to privacy. To see how we collect and use your personal information, please see our Privacy Notice.

7. Data and Privacy

Your use of the Services is also governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Services, you consent to the collection, use, and disclosure of your information as described in our Privacy Policy.

You retain ownership of any data you provide to us through the Services. You grant us a license to use, store, and process such data as necessary to provide, maintain, and improve the Services. We will not sell your data to third parties.

We implement reasonable security measures to protect your data, but we cannot guarantee absolute security. You are responsible for maintaining the security of your account credentials and for any data you transmit through the Services.

8. Third-Party Services and Integrations

Our Services may integrate with third-party platforms, services, and APIs, including but not limited to Commerce7 and Shopify. Your use of these third-party services is subject to their respective terms of service and privacy policies.

Yno Software is not responsible for the availability, accuracy, or reliability of any third-party services. We do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such third-party services.

Any integration with third-party services may be subject to change, modification, or discontinuation at any time, and we are not liable for any loss or damage resulting from such changes.

9. Service Availability and Modifications

We strive to provide reliable and continuous access to the Services, but we do not guarantee that the Services will be available at all times or that access will be uninterrupted. The Services may be unavailable due to maintenance, updates, technical issues, or circumstances beyond our control.

We reserve the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice. We are not liable to you or any third party for any modification, suspension, or discontinuation of the Services.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YNO SOFTWARE AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to you.

11. Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.

Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you.

12. Indemnification

You agree to indemnify, defend, and hold harmless Yno Software and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of or access to the Services
• Your violation of these Terms
• Your violation of any third-party right, including any intellectual property right or privacy right
• Any data or content you submit, post, or transmit through the Services

13. Termination

We may terminate or suspend your account and access to the Services immediately, without prior notice or liability, for any reason, including if you breach these Terms.

Upon termination, your right to use the Services will immediately cease. If you wish to terminate your account, you may do so by contacting us or through your account settings, if available.

All provisions of these Terms that by their nature should survive termination shall survive termination, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

14. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you must stop using the Services.

15. Governing Law and Dispute Resolution

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

Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in any court of competent jurisdiction.

16. General Provisions

Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and Yno Software regarding the Services and supersede all prior agreements and understandings.

Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver: No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term.

Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

Force Majeure: We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control.

17. Contact Information

If you have any questions about these Terms of Service, please contact us:

Yno Software
Email: contact@ynosoftware.com
Website: https://ynosoftware.com