Terms of Use

These Terms of Use (“Terms”) are between you and your organisation (“you”, “your”) and Karyalo (“Karyalo”, “we”, “us”), the provider of the Karyalo website and product (together, the “Service”). Karyalo’s operating legal entity is being established in India; we will update these Terms with that company’s registered details once it is registered.

By accessing the website, requesting access, or using the product, you agree to these Terms. If you are accepting on behalf of an organisation, you confirm you are authorised to bind it. Where a separate signed order form or master agreement exists between your organisation and Karyalo, that agreement takes precedence over these Terms to the extent of any conflict.

Karyalo is available by self-service signup and by arrangement with us. You may create an account yourself; we send a verification email, and your workspace is created once that address is confirmed. Each workspace has a seat limit and an administrator, who invites and manages the other members. People you send a contract to for review or signature do not need an account.

We may update, add, or remove features over time. We aim to give reasonable notice of material changes that adversely affect your use.

You must be at least 18 years old and able to enter into a binding contract. You are responsible for keeping your login credentials secure, for all activity under your account, and for ensuring your workspace members comply with these Terms. Notify us promptly of any unauthorised use.

You agree not to:

• Use the Service for any unlawful purpose or in breach of any applicable law or professional rule.
• Copy, resell, sublicense, or provide the Service to third parties except as expressly permitted.
• Reverse engineer, decompile, or attempt to extract the source code of the Service, except where such restriction is prohibited by law.
• Interfere with or disrupt the integrity or performance of the Service, or attempt to gain unauthorised access to it or related systems.
• Upload malware, or content that infringes the rights of others or that you have no right to submit.

As between you and Karyalo, your organisation owns all content it submits to the Service, including matters, documents, and contracts (“Customer Content”). You grant Karyalo a limited licence to host, process, and transmit Customer Content solely to provide, secure, and support the Service.

You are responsible for your Customer Content, for having the necessary rights and permissions to submit it, and for its accuracy and legality. Our handling of personal data within Customer Content is described in our Privacy Policy and any applicable Data Processing Agreement.

The Service, including its software, design, and content (excluding Customer Content), is owned by Karyalo and its licensors and is protected by intellectual property laws. Except for the rights expressly granted to you, no rights are transferred. Karyalo may use aggregated, de-identified data that does not identify you or your organisation to operate and improve the Service.

The Service includes AI features that assist with drafting and analysis. AI output is a drafting aid, not legal advice, and may contain errors or omissions. You remain fully responsible for reviewing, verifying, and exercising independent professional judgement on any output before relying on or using it.

Karyalo does not provide legal services and is not a substitute for a qualified lawyer. AI suggestions are provided on an “as is” basis without warranty of accuracy or fitness for a particular matter.

Access is provided on a subscription basis. Pricing, seats, and billing terms are agreed with your organisation during onboarding or in an order form. Unless stated otherwise, fees are exclusive of applicable taxes, which you are responsible for. Fees are non-refundable except where required by law or expressly agreed.

The Service may integrate with or rely on third-party services. Your use of those services may be subject to their own terms, and we are not responsible for third-party services outside our control.

Each party will protect the other’s confidential information and use it only as needed to perform under these Terms. Our processing of personal data is governed by our Privacy Policy and, where applicable, a Data Processing Agreement. We apply the security measures described in our Privacy Policy and security materials.

We provide the Service with reasonable skill and care. Except as expressly stated, the Service is provided “as is” and “as available”, and to the maximum extent permitted by law we disclaim all other warranties, whether express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted or error-free.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or goodwill. Karyalo’s total aggregate liability arising out of or relating to the Service will not exceed the fees paid by your organisation to Karyalo in the twelve months preceding the event giving rise to the claim. Nothing limits liability that cannot be limited under applicable law.

You will indemnify and hold Karyalo harmless from claims arising out of your Customer Content, your use of the Service in breach of these Terms, or your violation of applicable law or the rights of a third party.

These Terms apply while you use the Service. We may suspend or terminate access for material breach, non-payment, or where required to protect the Service or comply with law. A member may leave a workspace; rejoining requires a new invitation from an administrator.

On termination, your right to use the Service ends. We will make Customer Content available for export for a limited period and then delete or anonymise it in line with our agreement and the Privacy Policy.

We may update these Terms from time to time. When we make material changes, we will update the “Last updated” date above and, where appropriate, notify you. Your continued use of the Service after an update means you accept the revised Terms.

These Terms are governed by the laws of India, without regard to conflict-of-laws rules. Subject to any mandatory rights you have under local law, the courts at Mumbai, India will have exclusive jurisdiction over disputes arising out of or relating to these Terms. If you use the Service from the EU or UK, mandatory consumer or data-protection rights available to you under local law are not affected.

These Terms, together with any order form and the Privacy Policy, are the entire agreement between you and Karyalo regarding the Service. If any provision is held unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets.

Questions about these Terms? Contact Karyalo at [email protected].