Terms of Service

Who we are and these terms

The Service (defined below) is provided by Health Monk s.r.o., registered seat at Korunní 2569/108, Vinohrady, 101 00 Praha 10, Czech Republic; Company ID (IČO): 21042039; DUNS: 984015947. You can reach us at legal@healthmonk.ai.

These Terms, together with our Privacy Policy and — where the Service is used to process personal data on your behalf — our Data Processing Agreement, govern your use of the Service. If you do not agree with them, you must not use the Service.

Opelli is intended for use by businesses and professionals in the course of their trade or profession. It is not directed at consumers.

Definitions

• “Service” means the Opelli software-as-a-service platform, including the web application, the API and MCP (Model Context Protocol) server, the marketing site at opelli.dev, and any related documentation, made available at opelli.dev, on tenant subdomains (e.g. your-org.opelli.dev) or on a custom domain.
• “Account” means the tenant workspace provisioned for your organization and the individual user accounts within it.
• “Authorized User” means an individual you invite to your Account (an administrator, team member, contractor, or an external guest with limited access).
• “Customer Content” means all data, text, files, and other material that you or your Authorized Users submit to, or generate within, the Service — including projects, tasks, wiki pages, time entries, CRM records, mailing lists, form responses and compliance records.
• “Personal Data” has the meaning given in the EU General Data Protection Regulation (Regulation (EU) 2016/679, “GDPR”).

The Opelli service

Opelli is a modular company-operations platform. Its modules — Projects, Tasks, Planning, Time, People, Customers (CRM), Marketing, Forms, Compliance and Messaging — operate over a shared set of projects, people and permissions. The Service also exposes a permission-scoped API and an MCP server so that scripts and AI assistants you connect can act within the Service on your behalf, bounded by the same permissions that govern the web application.

We may add, change, or remove features over time. We aim to give reasonable notice of material changes that reduce core functionality, but the Service is provided on an evolving basis and we do not guarantee that any specific feature will remain available.

Beta and early access

The Service is currently offered as a private beta. Beta features may be incomplete, may change or be discontinued, and may contain errors. During the beta:

• the Service is provided “as is” and “as available”, without any service-level commitment or guaranteed uptime;
• we may modify, suspend or discontinue all or part of the Service, and may reset or migrate data between environments, with such notice as is reasonably practicable;
• you should retain your own copies of any Customer Content that is important to you, and use the Service's export tools where available.

We value beta feedback; how we may use it is described in section 10.

Accounts and eligibility

Access to the Service requires signing in with a Google account (OAuth / OpenID Connect); we do not operate a separate password system. Only email addresses that have been invited to an Account may sign in. You are responsible for:

• ensuring the accuracy of the information in your Account;
• maintaining the security of the Google accounts and any API keys or access tokens used to reach the Service, and for all activity that occurs under them;
• promptly notifying us of any unauthorized access or use.

Each Account has at least one administrator who manages Authorized Users, roles and permissions. You are responsible for the acts and omissions of your Authorized Users as if they were your own.

Your content and your responsibilities

As between you and Health Monk, you retain all rights in your Customer Content. You grant us a worldwide, non-exclusive licence to host, store, process, transmit and display Customer Content solely as necessary to provide and maintain the Service, to prevent or address technical or security issues, and as otherwise instructed by you.

You are responsible for your Customer Content and for how you use the Service. In particular, you represent and warrant that:

• you have all rights, consents and lawful bases necessary to submit Customer Content — including Personal Data about your team members, contacts, mailing-list recipients and form respondents — to the Service and to have it processed as described in these Terms and our Privacy Policy;
• your use of the Service, and your Customer Content, comply with all applicable laws, including data-protection, marketing and anti-spam laws (e.g. you have a lawful basis to send the email campaigns you create, and you honour unsubscribe requests);
• your Customer Content does not infringe the rights of any third party.

Where you use the Service to process Personal Data, you act as the controller and Health Monk acts as a processor on your behalf. That relationship is governed by our Data Processing Agreement and described in our Privacy Policy.

Acceptable use

You agree not to, and not to permit any Authorized User or third party to:

• use the Service for any unlawful, harmful, deceptive, or infringing purpose, or to send unsolicited or unlawful communications;
• upload malware, or attempt to gain unauthorized access to the Service, other accounts, or the systems or networks connected to the Service;
• probe, scan, or circumvent the Service's security, authentication, permission or rate-limiting mechanisms, including via the API or MCP server;
• reverse-engineer, decompile, or attempt to derive the source code of the Service, except to the extent this restriction is prohibited by applicable law;
• resell, sublicense, or provide the Service to third parties except to your own Authorized Users, or use it to build a competing product;
• use automated means (including connected AI agents) in a way that places an unreasonable load on the Service or exceeds documented rate limits.

We may investigate suspected violations and may suspend or limit access to protect the Service, our users, or third parties.

Third-party services and integrations

The Service interoperates with third-party services, some at your option — including Google (sign-in and email relay), Toggl (time-tracking sync you connect per user), Mattermost (a server you operate), GitHub (repository webhooks), and public registries such as the Czech ARES business register. Your use of any third-party service is governed by that provider's own terms and privacy policy. We are not responsible for third-party services, and their availability or behaviour is outside our control. Where you connect a third-party integration, you authorize the Service to exchange data with it as needed to provide the feature.

Fees and payment

The Service is currently provided free of charge during the private beta. We may introduce fees for the Service or for particular plans or features in the future. If we do, we will give you advance notice and the opportunity to review the applicable pricing and terms before any charges apply to you; continued use after fees take effect, or express acceptance of a paid plan, constitutes agreement to pay. Unless stated otherwise, fees will be exclusive of applicable taxes (including Czech VAT where applicable).

Intellectual property and feedback

The Service, including all software, design, text, and trademarks (other than Customer Content), is owned by Health Monk or its licensors and is protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service in accordance with these Terms. No rights are granted to you other than those expressly set out here.

If you give us feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use them without restriction or obligation to you. Feedback is given voluntarily and is not your Confidential Information.

Confidentiality

Each party may receive non-public information of the other that is marked or reasonably understood to be confidential (“Confidential Information”). The receiving party will use the other's Confidential Information only to perform under these Terms and will protect it with at least reasonable care. Customer Content is your Confidential Information. These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it, is independently developed, or is rightfully received from a third party; and either party may disclose Confidential Information where required by law, giving reasonable notice where lawful.

Privacy and data protection

Our handling of Personal Data is described in our Privacy Policy. Where we process Personal Data on your behalf as a processor, the Data Processing Agreement applies and forms part of these Terms; it sets out the subject-matter and duration of processing, our obligations under Article 28 GDPR, the sub-processors we use, the security measures in place, and how we assist you with data-subject requests and breach notification. If you require a signed copy of the Data Processing Agreement, contact privacy@healthmonk.ai.

Term, suspension and termination

These Terms apply for as long as you use the Service. You may stop using the Service and close your Account at any time.

We may suspend or terminate your access, in whole or in part, if: (a) you materially breach these Terms and, where the breach is capable of cure, do not cure it within a reasonable period after notice; (b) your use poses a security risk to, or may adversely affect, the Service or others; or (c) we are required to do so by law. Where practicable and lawful, we will give notice before suspending or terminating.

On termination, your right to use the Service ends. For a limited period after termination (unless prohibited by law or our legitimate interests require otherwise), we will make Customer Content available for export; after that period we will delete or de-identify Customer Content in accordance with our Privacy Policy and Data Processing Agreement, subject to routine backup rotation. Sections that by their nature should survive termination (including intellectual property, confidentiality, disclaimers, limitation of liability, indemnification and governing law) will survive.

Disclaimers

To the maximum extent permitted by law, the Service is provided “as is” and “as available”, and Health Monk disclaims all warranties, whether express, implied or statutory, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising from course of dealing or usage. We do not warrant that the Service will be uninterrupted, error-free, or secure, or that it will meet your requirements. This section applies with particular force during the beta.

Limitation of liability

To the maximum extent permitted by applicable law:

• neither party will be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, goodwill, or data, arising out of or relating to the Service or these Terms, even if advised of the possibility;
• Health Monk's total aggregate liability arising out of or relating to the Service or these Terms will not exceed the greater of (a) the total fees you paid to us for the Service in the twelve months before the event giving rise to the claim, or (b) EUR 100. Because the Service is currently offered free of charge, our aggregate liability during the beta is limited to EUR 100.

Nothing in these Terms limits or excludes either party's liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot be limited or excluded under applicable law.

Indemnification

You will defend, indemnify and hold harmless Health Monk from and against any third-party claims, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or related to: (a) your Customer Content; (b) your use of the Service in breach of these Terms or applicable law; or (c) your breach of your data-protection obligations as controller. We will notify you of the claim, give you control of the defence (with our right to participate through our own counsel), and reasonably cooperate; you may not settle a claim in a way that imposes obligations on us without our consent.

Changes to the service and these terms

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice — for example, by posting the updated Terms with a new effective date at this address, or by notifying Account administrators. Changes take effect on the stated effective date. Your continued use of the Service after that date constitutes acceptance of the updated Terms. If you do not agree, you must stop using the Service before the changes take effect. Prior versions are superseded but remain identifiable by their version number and date.

Governing law and disputes

These Terms, and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims), are governed by the laws of the Czech Republic, without regard to its conflict-of-laws rules and excluding the United Nations Convention on Contracts for the International Sale of Goods. The parties submit to the exclusive jurisdiction of the courts of the Czech Republic, with the court competent for the registered seat of Health Monk having local jurisdiction where permitted by law. Nothing in this section deprives a party of protection afforded by mandatory provisions of the law applicable to it.

General

Entire agreement. These Terms, together with the Privacy Policy and (where applicable) the Data Processing Agreement, are the entire agreement between you and Health Monk regarding the Service and supersede any prior agreements on that subject.

Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets, on notice to you.

Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will stay in effect.

Waiver. A failure to enforce a provision is not a waiver of it.

Force majeure. Neither party is liable for any delay or failure to perform (other than payment obligations) due to causes beyond its reasonable control.

Notices. We may give notice by email to your Account administrator or by posting within the Service; you may give notice to us at the contact address below.

Contact