Terms of Use and License Agreement
1. Agreement
These Terms of Use and License Agreement (the "Agreement") are a contract between you and Emaili LLC, a New York limited liability company with offices at 4118 14th Avenue, Suite 101, Brooklyn, New York 11219 ("Emaili LLC," "we," "us"), the publisher of Zackem. The Agreement governs your download, installation and use of the Zackem desktop software, including its free edition, trial edition, paid editions, add-on modules, updates and documentation (together, the "Software"), and your use of the website at zackem.ai (the "Site"). By installing or using the Software, by registering it, or by purchasing a license, you accept this Agreement. If you do not accept it, do not install or use the Software. If you are accepting on behalf of a company or other organization, you represent that you have authority to bind it, and "you" refers to that organization.
2. What Zackem is, and what it is not
The Software is a standalone email program. It connects from your computer directly to the email, calendar and contact services that you choose to add, and it stores a copy of your mail on your own computer. Emaili LLC does not operate email servers, does not route, receive, store, read or back up your messages, and does not hold your account passwords or sign-in tokens. We are a software publisher, not an email provider, data host, backup service or communications carrier. Your email accounts remain governed by the terms of the providers that supply them.
We do operate a licensing and registration service that records who has registered the Software and which licenses have been issued, as described in the Privacy Policy. We may offer further online services in the future (for example optional sync or a hosted feature). If we do, those services will be described separately and will be subject to additional terms. Nothing in this Agreement obligates us to provide any online service.
3. Registration
The Software must be registered before use, including the free edition. You agree to provide accurate registration information and to keep it current. Registration creates a customer record held by Emaili LLC under the Privacy Policy. One registration is for one person (or, for an organization license, the persons named for it); you may not register with another person's details or create multiple registrations to extend a trial.
4. License
4.1 Grant. Subject to this Agreement, Emaili LLC grants you a personal, non-exclusive, non-transferable, revocable license to install and use the Software on computers that you own or control, for your own use, according to the edition you hold:
- Free edition: the core email features with up to two email accounts, for as long as we make the free edition available.
- Trial: full use of all features and modules for thirty (30) days from first registration, after which the Software reverts to the free edition unless a license or module is purchased.
- Zackem Pro: the core email features with unlimited email accounts under a one-time license, including updates to the Software for the duration of its major version (version 1), on Windows or macOS.
- Modules: additional features (for example Plan My Day, the AI assistant, and integrations with other systems) licensed separately for the subscription period or term purchased.
4.2 License keys. A license key is issued to the purchaser named at checkout and tied to that person's registration. It may be used on the number of computers stated for that license (if none is stated, up to three computers used primarily by the same person). You may not publish, sell, lend, share or otherwise distribute a license key. We may disable keys that are published, shared or obtained fraudulently.
4.3 Restrictions. You may not (a) copy the Software except for reasonable backup; (b) modify, translate, adapt or create derivative works of the Software; (c) reverse engineer, decompile or disassemble the Software, or attempt to derive its source code, except to the extent that applicable law expressly permits this despite this restriction; (d) remove or alter any proprietary notice; (e) rent, lease, lend, sell, sublicense, distribute or host the Software for third parties; (f) use the Software to send unsolicited bulk email, to infringe anyone's rights, or in violation of law or of the terms of any email, calendar or AI provider you connect to it; (g) circumvent or disable the registration, license, trial or update mechanisms; or (h) interfere with or attempt to gain unauthorized access to our registration or licensing service.
4.4 Ownership. The Software is licensed, not sold. Emaili LLC and its licensors retain all right, title and interest in the Software, including all intellectual-property rights. "Zackem" and the Zackem logo are trademarks of Emaili LLC. Portions of the Software include open-source components licensed under their own terms, which are listed in the Software's About screen and apply to those components.
5. Your accounts, your data, your responsibility
You are responsible for the email and other accounts you connect to the Software, for keeping their passwords and app passwords secure, for complying with the terms of those providers, and for any activity carried out through those accounts using the Software. You are responsible for your own computer, its security, and any backups of the data stored on it. Because the Software stores mail on your computer, deleting the Software's data folder or removing an account from the Software deletes the local copy; your mail at your provider is unaffected unless you choose to delete it there. We recommend that you keep your provider's own copy of your mail and maintain regular backups of your computer.
6. Third-party services
The Software can connect to services operated by others, including email providers (such as Microsoft, Google, Yahoo, Apple and Zoho), calendar services, artificial-intelligence providers (such as Anthropic, OpenAI and Google) and, through optional modules, case-management, billing and CRM systems. Those services are provided by their operators under their own terms and privacy policies. Emaili LLC does not control them, is not responsible for their availability, accuracy, security or conduct, and is not a party to your agreement with them. A provider may change or withdraw the means by which outside programs connect to it; where that happens, a connection in the Software may stop working, and we do not guarantee that any particular provider will remain supported.
If you enable an AI feature that uses your own AI account, the content you ask the Software to process is sent from your computer to that provider under your agreement with it. AI output can be wrong, incomplete or inappropriate; it is a suggestion for your review, not advice, and you are responsible for anything you send or act on.
7. Purchases, trials and refunds
Purchases are made through our payment provider, which is named on the checkout page and processes your payment under its own terms. Prices are shown at checkout and may change for future purchases. Taxes may be added where required. A module subscription renews automatically at the end of each period unless cancelled before renewal through the payment provider's customer portal or by writing to us. Refunds are governed by our Refund Policy, which forms part of this Agreement.
8. Updates and changes
The Software may check for and download updates. We may add, change or remove features, support for providers, modules or operating-system versions at any time. We may also modify this Agreement; the current version is always posted on the Site, and continued use of the Software after the posted effective date constitutes acceptance of the modified Agreement. We will not reduce the rights of a Zackem Pro license you have already purchased without your consent.
9. Beta and pre-release software
Software marked beta, preview or pre-release is provided for testing, may contain errors, may not work with all providers or computers, and may be withdrawn at any time. Beta software is not suitable for use as your only email program. Any license granted to beta testers is a courtesy and may be limited in term or features.
10. Disclaimer of warranties
To the fullest extent permitted by law, the Software and the Site are provided "as is" and "as available," with all faults and without warranty of any kind. Emaili LLC and its suppliers disclaim all warranties, express, implied or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy and quiet enjoyment, and any warranty that the Software will be error-free, uninterrupted, secure, or compatible with any particular computer, operating system, provider or service. No advice or information obtained from Emaili LLC creates any warranty not expressly stated here.
Some jurisdictions do not allow the exclusion of implied warranties, so some of the above may not apply to you; in that case, any implied warranty is limited to thirty (30) days from the date you first used the Software.
11. Limitation of liability
To the fullest extent permitted by law, in no event will Emaili LLC or its members, managers, employees, contractors or suppliers be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of data, loss of email, loss of profits, loss of business, or cost of substitute goods or services, arising out of or related to this Agreement, the Software or the Site, however caused and under any theory of liability, even if advised of the possibility of such damages. Emaili LLC's total cumulative liability arising out of or related to this Agreement, the Software or the Site will not exceed the greater of the amount you paid Emaili LLC for the Software in the twelve (12) months before the claim arose or twenty-five U.S. dollars (US$25).
These limitations apply even if a remedy fails of its essential purpose. Some jurisdictions do not allow the limitation of certain damages, so some of the above may not apply to you. Nothing in this Agreement excludes liability that cannot be excluded by law.
12. Indemnity
You will defend, indemnify and hold harmless Emaili LLC and its members, managers, employees and contractors from any claim, loss, liability and expense (including reasonable attorneys' fees) arising from your use of the Software in breach of this Agreement, your violation of law or of a third party's rights, or your use of any account or service you connect to the Software.
13. Term and termination
This Agreement is effective from your first installation of the Software and continues until terminated. It terminates automatically if you breach it. You may terminate it at any time by uninstalling the Software and destroying all copies. Upon termination, your license ends and you must stop using the Software; sections 4.3, 4.4, 5, 6 and 10 through 16 survive termination.
14. Export and compliance
You will comply with all applicable export and sanctions laws and will not use the Software where such use is prohibited.
15. Governing law and disputes
This Agreement is governed by the laws of the State of New York, without regard to its conflict-of-laws rules, and the United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute arising out of or relating to this Agreement or the Software will be brought exclusively in the state or federal courts located in Kings County, New York, and you consent to their jurisdiction, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property. If you are a consumer in a jurisdiction whose law gives you the right to bring a claim in your home courts or under your home law, nothing in this section takes that right away.
16. General
This Agreement, together with the Privacy Policy and Refund Policy, is the entire agreement between you and Emaili LLC about the Software and supersedes all prior understandings. If any provision is held unenforceable, it will be enforced to the maximum extent permitted and the remainder will remain in effect. Our failure to enforce a provision is not a waiver. You may not assign this Agreement; we may assign it to a successor to our business. Notices to Emaili LLC should be sent to hello@zackem.ai or to the address above.
17. Contact
Emaili LLC, 4118 14th Avenue, Suite 101, Brooklyn, NY 11219 · hello@zackem.ai