Terms & Conditions

These Terms & Conditions (“Terms”) form a legally binding agreement between you (“Customer”, “you”, “your”) and Graciax Inc., a company incorporated in Bengaluru, Karnataka, India (“Graciax”, “we”, “our”, “us”), governing your use of the Graciax lead-management software-as-a-service platform, website, mobile applications, APIs, and related services (collectively, the “Services”).

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not access or use the Services.

1. Definitions

Capitalised terms not otherwise defined have the meanings set out below:

“Account”: The primary administrative login and any sub-accounts, team workspaces, or seats under a single Customer organisation.
“Affiliate”: Any entity that directly or indirectly controls, is controlled by, or is under common control with a party.
“Customer Data”: All information, files, leads, attachments, notes, or other data uploaded to, or processed through, the Services by or on behalf of Customer.
“Service Order”: The online or written ordering document referencing these Terms that specifies plan type, pricing, billing cycle, and any add-ons.
“Trial Period”: The thirty (30)-day period during which up to five (5) leads may be managed at no charge.

2. Account Creation & Access

You may create an Account without age restriction; however, you affirm you possess the legal capacity to enter into binding contracts. You are responsible for:

Ensuring all registration information is accurate, complete, and kept up to date.
Maintaining the confidentiality of authentication credentials.
All activities that occur under your Account, including those of invited team members.
Promptly notifying Graciax at support@graciax.com of any suspected compromise.

Graciax is not liable for any loss or damage arising from unauthorised use of your credentials.

3. Acceptable Use Policy

You agree that you will not, directly or indirectly:

Use the Services for unlawful, defamatory, harassing, fraudulent, or harmful purposes.
Upload viruses or malicious code, or disrupt or overload any network or system.
Attempt to gain unauthorised access to another Account or any non-public portion of the Services.
Probe, scan, or test the vulnerability of the Services without prior written consent.
Reverse-engineer, decompile, disassemble, or otherwise attempt to discover source code.
Access or scrape the Services for competitive benchmarking or to create a competing service.
Send unsolicited or unauthorised marketing communications (“spam”) via the Services.

Violation of this policy may result in immediate suspension or termination under Section 9.

4. Plans, Fees & Billing

4.1 Plan Types & Pricing

Graciax offers variable plans tailored to individual business needs, each permitting unlimited users. Pricing details are set forth in your Service Order or Account billing page and are exclusive of applicable taxes.

4.2 Free Trial

New Customers receive a 30-day Trial Period limited to five (5) leads. At the end of the Trial Period, access will automatically downgrade to a restricted state unless you select a paid plan and provide valid payment details.

4.3 Billing Cycle & Payment

Fees accrue either monthly or annually, as chosen by Customer. You authorise Graciax (or its payment processor) to charge your designated payment method on each renewal date for the upcoming period.

4.4 Late Payments

If payment is not successful within fifteen (15) days of the due date, your Account enters a grace period with limited functionality. Thirty (30) days after the original due date, the Account may be automatically suspended and data permanently deleted without backup.

4.5 Upgrades & Downgrades

Upgrades take effect immediately; incremental fees are prorated to the current cycle. Downgrades take effect on the next renewal date.

4.6 Refund Policy

All payments are non-refundable.

5. Intellectual Property & Licence Grant

Graciax and its licensors retain all right, title, and interest in the Services, including all associated intellectual-property rights.

Subject to your compliance with these Terms, Graciax grants you a limited, revocable, non-exclusive, non-transferable licence to access and use the Services solely for your internal business operations. No rights are granted except as expressly stated herein.

You may provide feedback or suggestions; Graciax may use such feedback without restriction or obligation.

6. Customer Data & User Content

You retain all ownership rights to Customer Data. By uploading Customer Data, you grant Graciax and its subprocessors a non-exclusive, worldwide licence to host, copy, process, transmit, and display such data solely as necessary to provide and improve the Services.

You are responsible for ensuring that Customer Data does not violate any applicable law or third-party rights. You represent and warrant that you have necessary permissions to upload the data.

7. Confidentiality

Each party (“Receiving Party”) agrees to protect the confidential information of the other party (“Disclosing Party”) with the same degree of care it uses to protect its own confidential information, but not less than reasonable care. Confidential information excludes information that is publicly available, received lawfully from a third party, or independently developed without reference to the Disclosing Party’s information.

8. Data Privacy & Security

Graciax implements industry-standard administrative, physical, and technical safeguards to protect Customer Data. Details are published on our Security page. Our Privacy Policy describes how we collect and process personal data in compliance with global data-protection laws, including GDPR and CCPA where applicable. A Data Processing Addendum is available on request.

In the event of a confirmed data breach, Graciax will notify affected Customers without undue delay and provide relevant information to meet regulatory obligations.

9. Third-Party Services & Sub-processors

The Services interoperate with third-party platforms such as Supabase, Google Workspace APIs, Meta Ads Manager, notification partners, and email marketing providers. Use of such integrations is subject to the third-party terms and privacy policies, which are incorporated herein by reference.

Graciax maintains an up-to-date list of authorised subprocessors on request.

10. Suspension & Termination

Either party may terminate the Services at any time via the cancellation page or written notice. Graciax may suspend or terminate access immediately for any material breach (including late payment or AUP violation).

Upon termination, your licence to use the Services ceases, and Customer Data will be deleted within thirty (30) days, unless legally prohibited.

11. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. GRACIAX MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR RESULTS TO BE OBTAINED. GRACIAX DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL GRACIAX’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES EXCEED THE TOTAL FEES PAID BY CUSTOMER TO GRACIAX IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

GRACIAX SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13. Indemnification

Customer agrees to defend, indemnify, and hold harmless Graciax, its directors, officers, employees, and agents from any claim, damages, loss, or expense arising out of (i) Customer’s use of the Services, (ii) Customer Data, or (iii) Customer’s breach of these Terms.

14. Force Majeure

Neither party is liable for delay or failure to perform obligations due to events beyond reasonable control, including natural disasters, war, terrorism, labour disputes, or Internet outages.

15. Governing Law & Dispute Resolution

These Terms are governed by the laws of India, without regard to conflict-of-law rules. Exclusive jurisdiction lies with the courts of Bengaluru, Karnataka, India. Where local law requires, U.S. Customers may bring claims in a competent court within the United States. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

16. Changes to These Terms

Graciax may modify these Terms at any time. Material amendments will be notified by e-mail or in-app banner at least thirty (30) days before they become effective. Continued use after the effective date constitutes acceptance of the revised Terms.

17. General Provisions

Entire Agreement – These Terms, the Privacy Policy, and any Service Order constitute the entire agreement and supersede all prior agreements.
Severability – If any provision is unenforceable, the remainder remains in effect.
No Waiver – Failure to enforce any right is not a waiver of future enforcement.
Assignment – Customer may not assign these Terms without Graciax’s prior written consent; Graciax may assign to an Affiliate or in connection with a merger or sale of assets.
Independent Contractors – The parties are independent contractors; neither party is an agent or partner of the other.
Headings – Headings are for convenience only and have no legal effect.