Terms and Conditions

These Terms and Conditions ("Terms") form a binding agreement between you ("you" or "User") and Celaris ("Celaris," "we," "us," or "our") governing your access to and use of the Celaris website, application, and related services (collectively, the "Service"). By creating an account, accessing, or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

Celaris is an all-in-one business management platform that provides tools for contact and customer relationship management (CRM), sales pipeline tracking, project and task management, invoicing, team collaboration, and AI-powered features such as drafting follow-up messages, scoring leads, answering questions about your business data, and generating business insights. We may add, change, or remove features of the Service at any time.

• You must be legally able to enter into a binding contract — either on your own behalf or on behalf of a business you are authorized to represent — to create an account and use the Service.
• You must provide accurate, current, and complete information when creating an account and keep that information up to date.
• You are responsible for safeguarding your account credentials and for all activity that occurs under your account, including activity by other members you invite to your workspace.
• You must notify us promptly of any unauthorized use of your account or any other breach of security.

You agree not to use the Service to:

• Violate any applicable law, regulation, or the rights of any third party;
• Upload or transmit data you do not have the right to store or process, including data belonging to other individuals collected without proper consent;
• Attempt to gain unauthorized access to the Service, other accounts, or the systems or networks connected to the Service;
• Interfere with or disrupt the integrity or performance of the Service, including through excessive automated requests;
• Reverse engineer, decompile, or attempt to extract the source code of the Service, except where permitted by law;
• Attempt to circumvent, defraud, or abuse the Service's billing, subscription, or AI credit systems;
• Use the Service's AI features to generate content that is unlawful, abusive, deceptive, or infringing.

• Certain features of the Service require a paid subscription. Paid plans are currently offered in three tiers — Solo, Team, and Scale — each available on a monthly or yearly billing cycle. Plan features, AI credit allowances, and usage limits are described within the Service and on our website, and may be updated from time to time as described in Section 2.
• Subscriptions are billed in advance and renew automatically at the end of each billing period (monthly or yearly, matching your selected plan) until you cancel. By subscribing, you authorize us and our payment processors (see Section 6) to charge your chosen payment method on this recurring basis.
• We may change subscription pricing for future billing periods with reasonable advance notice, such as by email or an in-app notice. A price change will not apply to a period you have already paid for; continued use of the Service after a price change takes effect for your next renewal constitutes acceptance of the new pricing.
• If a scheduled payment fails, or your subscription otherwise lapses without being renewed, your workspace will keep its current plan's access until the end of the billing period already paid for. After that, your workspace automatically moves to the free plan — we do not delete your account or Customer Data as a result of a failed payment or downgrade.

We do not process or store your full payment card number, bank account details, or other sensitive payment credentials ourselves. All payments are handled by one of two third-party payment processors, depending on the option you choose at checkout:

• Safepay — for customers paying in Pakistani Rupees (PKR), typically via Pakistani debit/credit cards, bank transfer, or supported mobile wallets. Safepay processes these transactions as our designated local payment processor, and Celaris remains the merchant of record for them.
• Lemon Squeezy — for customers paying by international card. Lemon Squeezy acts as the Merchant of Record (MoR) for these transactions: Lemon Squeezy is the seller of record for the purchase, appears as the merchant on your card statement, and is responsible for calculating, collecting, and remitting applicable sales tax, VAT, or similar taxes on that transaction on our behalf.

Your use of either payment method is also subject to that processor's own terms of service and privacy policy, in addition to these Terms. See our Privacy Policy for links to each processor's policy and further detail on how they handle your payment information. We are not responsible for, and disclaim liability for, errors, delays, or disputes arising from a payment processor's own systems, except to the extent caused by our own breach of these Terms.

• You may cancel your subscription at any time from within the Service (Settings > Billing) or by contacting us. Cancelling stops future renewals; you keep access to your plan's paid features until the end of the billing period you already paid for, after which your workspace moves to the free plan.
• We do not generally offer refunds or credits for partial subscription periods, unused features, or mid-cycle cancellations, except where required by applicable law or where we agree to one at our discretion on a case-by-case basis.
• Refund requests are also subject to the policy of whichever processor handled your payment: Safepay's own refund and dispute process for PKR payments, or Lemon Squeezy's own refund policy for international card payments (since Lemon Squeezy is the seller of record for those transactions).
• To request a refund or dispute a charge, contact us at the email in Section 15 and we will review your request in good faith.

Placeholder policy: cancel-anytime with access continuing until period end, and case-by-case refunds, is a reasonable, commonly-used SaaS default — please confirm this matches your intended refund policy before this page goes live.

For transactions processed by Lemon Squeezy as Merchant of Record, Lemon Squeezy is responsible for determining, collecting, and remitting any applicable sales tax, VAT, GST, or similar transaction taxes, reflected in the price charged at checkout. For transactions processed by Safepay, Celaris remains the merchant of record and is responsible for any taxes applicable to that transaction under Pakistani law.

Please confirm with your accountant or tax advisor whether Safepay-processed prices need to be explicitly labelled inclusive/exclusive of tax, and whether Celaris needs to be registered for sales tax in Pakistan.

The Service, including its software, design, text, graphics, and other content (excluding data you submit), is owned by Celaris or its licensors and is protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable license to access and use the Service for your internal business purposes, subject to these Terms. You retain all rights to the data and content you submit to the Service ("Customer Data"), and you grant us a limited license to host, process, and display Customer Data solely to provide and improve the Service to you.

To the maximum extent permitted by law, the Service is provided "as is" and "as available" without warranties of any kind, whether express or implied. We do not guarantee that the Service will be uninterrupted, error-free, or available at all times. We may perform scheduled maintenance, experience unplanned outages, or modify or discontinue features — including AI-powered features, which may depend on third-party AI infrastructure — and will make reasonable efforts to give advance notice of material changes where practical.

Celaris shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising from or related to your use of the Service, including reliance on AI-generated content, which may be inaccurate or incomplete and should be reviewed before use. Our total liability for any claim arising out of these Terms or the Service shall not exceed the amount you paid us in the twelve (12) months preceding the claim.

You may stop using the Service and close your account at any time. We may suspend or terminate your access to the Service, in whole or in part, if you violate these Terms, fail to pay applicable fees, or if we reasonably believe termination is necessary to protect the Service or other users. Upon termination, your right to use the Service will immediately cease, and we may delete your account data in accordance with our Privacy Policy and applicable data retention obligations.

These Terms are governed by the laws of Pakistan, without regard to its conflict of laws principles, and any dispute arising out of or relating to these Terms or the Service shall be subject to the exclusive jurisdiction of the courts of Pakistan.

Placeholder: Pakistan was used as a reasonable default given Safepay is a Pakistani payment processor, but please confirm the governing-law jurisdiction against where Celaris is actually incorporated/operated — this may need to differ given Lemon Squeezy's international Merchant-of-Record relationship.

We may update these Terms from time to time to reflect changes to the Service or for legal, regulatory, or operational reasons. We will update the "Last updated" date above when we do, and for material changes we will make reasonable efforts to notify you (such as by email or an in-app notice). Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

If you have questions about these Terms, please contact us at support@celaris.cloud.