Terms of Service

Midway provides member-to-member messaging that you embed into your own website to serve a community of members: direct messages, voice notes, file sharing, replies, reactions, typing indicators, presence, and related features. The Service is intended for use by adult community owners (“Owners”) and the members of their communities (“Members”) who interact with the embedded chat.

We may add, modify, or remove features of the Service from time to time. We will not materially reduce the core messaging functionality of a paid plan during a billing period without offering you the right to cancel.

You must be at least 18 years old, or the age of majority in your jurisdiction, to create a Midway account. By signing up you represent that you meet this requirement and that the information you provide is accurate and current.

You are responsible for keeping your account credentials secure and for all activity that occurs under your account. Notify us promptly at magnaem@midwaychat.app if you suspect unauthorised access. We are not liable for losses arising from your failure to safeguard your credentials.

Authentication is handled via Memberstack; your use of Memberstack is also subject to Memberstack’s terms.

• Free plan. Free to use, with the limitations listed on the pricing page (currently: one project, the “Powered by Midway” badge in the inbox). We may apply reasonable rate limits to prevent abuse.
• Paid plans. Starter and Studio are billed in advance on a monthly recurring basis via Lemon Squeezy, our merchant of record. The published price is exclusive of any applicable sales tax / VAT, which Lemon Squeezy may add and remit on our behalf where required.
• Auto-renewal. Subscriptions renew automatically at the end of each billing period at the then-current price unless cancelled before the renewal date.
• Cancellation. You can cancel at any time from your Lemon Squeezy billing portal. Cancellation takes effect at the end of the current paid period; you keep paid features until that period ends.
• Refunds. Payments are processed by Lemon Squeezy and are subject to its refund policy. If something has gone wrong on our side (for example, the Service was unavailable for an extended period or you were charged in error), email us and we will work with Lemon Squeezy to make it right.
• Price changes. We may change paid-plan pricing with at least 30 days’ notice. New pricing applies from your next renewal after the notice period; you can cancel before that renewal to avoid it.
• Non-payment. If a renewal payment fails and is not resolved within a reasonable period, we may downgrade your account to the Free plan or suspend access to paid features.

Subject to your compliance with these Terms and timely payment of any fees, Midway grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service for the purpose of operating member chat within your community. This licence ends automatically when your account is closed or when these Terms are terminated.

You retain ownership of the messages, voice notes, images, files, and other content that you and your Members send or upload through the Service (collectively, “Content”). You grant Midway a worldwide, non-exclusive, royalty-free licence to host, store, process, transmit, display, and create necessary technical copies of the Content solely as needed to operate, secure, and improve the Service for you.

As the operator of the community embedding Midway, you are responsible for the Content posted by your Members, for moderating it, and for ensuring that your Members agree to terms that allow you to use a third-party messaging provider on their behalf. You are also responsible for obtaining any consents required from your Members under applicable privacy law (see our Privacy Policy).

You agree not to use the Service to, or to permit others to:

• Post or transmit content that is unlawful, defamatory, threatening, harassing, hateful, sexually exploitative, encouraging of self-harm, or otherwise objectionable.
• Send spam, chain messages, or unsolicited bulk communications.
• Distribute malware, attempt to gain unauthorised access to any account or system, or interfere with the security or integrity of the Service.
• Infringe the intellectual-property, privacy, or publicity rights of others.
• Reverse-engineer, decompile, or attempt to derive the source code of the Service, except to the extent applicable law expressly permits this.
• Resell or sublicense the Service, or use it to build a competing product.
• Use the Service in any way that violates export controls, sanctions, or other applicable law.

We may suspend or terminate accounts that violate these rules, with or without notice depending on the severity of the violation. For ongoing or repeat violations we may also report you to the relevant authorities where required by law.

The Service, the marketing site, and all software, designs, trademarks, and other materials made available through Midway (other than your Content) are the property of Midway Chat or its licensors and are protected by intellectual-property and other laws. No rights are granted to you other than the limited licence described in Section 4.

We welcome feedback. If you send us suggestions, ideas, or feature requests, you agree that we may use them without restriction or compensation.

Our Privacy Policy explains how we collect, use, and protect personal information. By using the Service you agree to the data practices described there. For data we process on your behalf about your Members, you are the controller and we act as your processor.

We work to keep the Service available and performant, but we do not guarantee uninterrupted, error-free, or secure-from-all-threats operation. Scheduled maintenance and unplanned downtime can happen.

We may from time to time make beta, preview, or experimental features available. These are provided “as is,” may change or be removed at any time, and are not subject to any availability commitments.

To the maximum extent permitted by applicable law, the Service is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including any warranties of merchantability, fitness for a particular purpose, title, accuracy, or non-infringement. We do not warrant that the Service will meet your requirements, that it will operate without interruption, or that defects will be corrected.

To the maximum extent permitted by applicable law, Midway and its operators, employees, and licensors will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, goodwill, data, or business opportunities, whether or not Midway has been advised of the possibility of such damages and regardless of the theory of liability.

Our total aggregate liability arising out of or relating to these Terms or the Service will not exceed the greater of (a) the amounts you paid us in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (USD 100). Some jurisdictions do not allow certain limitations of liability; if you live in such a jurisdiction, parts of this section may not apply to you.

You agree to defend, indemnify, and hold harmless Midway and its operators from and against any claims, damages, liabilities, losses, and expenses (including reasonable legal fees) arising out of or related to: (a) your Content and the conduct of your Members; (b) your violation of these Terms or applicable law; or (c) your violation of the rights of any third party.

You may close your account at any time from the dashboard or by emailing us. We may suspend or terminate your access to the Service: if you materially breach these Terms; if your account is used in a way that creates a risk to the Service or to other users; if a renewal payment fails and is not resolved; or if we discontinue the Service (with reasonable advance notice). Sections that by their nature should survive termination, including ownership, disclaimers, limitations of liability, indemnification, and dispute resolution, will survive.

We may change or discontinue features of the Service at any time. We may also update these Terms; when we do, we will update the effective date above and, for material changes, notify you by email or via the dashboard at least thirty (30) days before the change takes effect (or sooner if required for security or legal reasons). Continued use of the Service after a change constitutes acceptance of the updated Terms.

These Terms are governed by the laws of the Republic of Namibia, without regard to its conflict-of-law principles. Any dispute arising out of or relating to these Terms or the Service that the parties cannot resolve through good-faith negotiation will be submitted to the exclusive jurisdiction of the competent courts located in Windhoek, Namibia, except that we may seek injunctive relief in any court of competent jurisdiction to protect our intellectual property or confidential information.

Nothing in this section limits any non-waivable consumer rights you may have under the law of your country of residence.

Neither party will be liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government action, labour disputes, internet or telecommunications outages, or failures of upstream service providers.

• Entire agreement. These Terms, together with our Privacy Policy and any plan-specific terms presented at checkout, constitute the entire agreement between you and Midway regarding the Service.
• Severability. If any provision is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
• No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.
• Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Notices. We may give you notice by email to the address on your account or by posting on the dashboard. You may give us notice by email to magnaem@midwaychat.app.
• Relationship. Nothing in these Terms creates a partnership, agency, joint venture, or employment relationship between the parties.

Questions about these Terms? Email magnaem@midwaychat.app.