Terms of Service

These Terms of Service ("Terms") govern your use of the Convertly platform and services (the "Service") provided by GK Tech Ventures Inc., a Delaware corporation doing business as Convertly ("Convertly," "we," "us," or "our"). By accessing or using the Service, you agree to be bound by these Terms.

1. Service Description

Convertly is a creator commerce software platform for Shopify brands. We provide tools for managing creator programs: tracking, attribution, commission calculation, creator storefronts, content management, and payout record-keeping. Convertly is a software-as-a-service product; payment execution is provided by connected third-party providers. Convertly does not provide tax, accounting or legal advice, and is not an employment agency.

2. Payments and Payouts

You (the Brand) are the legal payer of record for all commissions, fees, or other amounts owed to your creators. Convertly calculates commissions based on your configuration and provides payout workflows. When you connect a supported provider and authorize a payment, Convertly can submit payment instructions through your provider account. You may also pay outside Convertly and record the result. Availability depends on the provider, account eligibility, destination and currency. An approved commission or submitted payment is not confirmation that the creator has received funds.

You are responsible for your tax obligations. Informational tax calculations and records are software conveniences, not tax advice or tax filing services. Brands and creators remain responsible for applicable withholding, reporting, filings and payment obligations and for obtaining professional advice where needed.

3. Account Terms

• You must be at least 18 years old to use the Service.
• You must provide accurate and complete information when creating an account.
• You are responsible for maintaining the security of your account and credentials.
• You must have a valid Shopify store to use the Convertly Shopify app.
• You are responsible for all activity that occurs under your account, including any actions taken by team members or agents you authorize.

4. Billing & Subscriptions

For Shopify subscriptions, charges are billed through Shopify under the plan, usage rates and limits presented when you approve the subscription. Your accepted billing terms govern the charges; any separate order form applies as agreed. You can change or cancel your subscription through the available billing controls. Charges already incurred remain payable and are non-refundable except where required by law or agreed in writing.

Convertly's fees are separate from any commissions you pay creators. We do not take a percentage of creator commissions.

5. Acceptable Use

You agree not to use Convertly for any unlawful purpose, to send spam or unsolicited communications, to manipulate referral tracking or discount codes, to circumvent or undermine our security, to impersonate any person or entity, or to violate any applicable laws or regulations. We may suspend or terminate accounts that we reasonably believe are engaged in such activity.

6. Creator and Third-Party Relationships

Creators using the Service are independent of Convertly. We do not employ, contract with, or sponsor creators on your behalf. Your legal relationship with each creator (including any contractor agreement, IP license, or commission arrangement) is between you and that creator directly. Convertly facilitates communication and program management but is not a party to your creator agreements. Brands and creators are responsible for the rights and permissions needed for submitted content, and for clear advertising and affiliate disclosures required by applicable law and platform rules.

7. AI Features and Sub-Processors

Some Convertly features use third-party large language models (currently Claude, provided by Anthropic, PBC) to generate suggestions, email drafts, storefront content, and similar outputs. When you use AI features or enable agent workflows, the relevant inputs (which may include brand and creator data) are processed by the third-party model provider under their terms. AI outputs can be inaccurate. Review drafts and recommendations before use. Supported actions follow the approval requirements and automation settings you enable; you remain responsible for authorized actions and configuration.

We use additional sub-processors to operate the Service, including (non-exhaustive) Shopify, Vercel, Railway, Neon, Upstash, Cloudflare, Resend, ImageKit, Sentry, and payment-related providers when configured. A current sub-processor list is available on request to legal@convertlyhq.com.

8. Disclaimer of Warranties

The Service is provided "as is" and "as available" without warranties of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted operation. Convertly does not warrant that the Service will be error-free, that defects will be corrected, or that any data or calculations will be accurate or complete.

9. Limitation of Liability

To the maximum extent permitted by law, Convertly's total aggregate liability arising out of or related to these Terms or your use of the Service is limited to the greater of (a) the amount of fees you paid to Convertly in the twelve (12) months preceding the event giving rise to the claim, or (b) USD 100. In no event will Convertly be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to lost profits, lost revenue, lost data, business interruption, or cost of substitute services, even if we have been advised of the possibility of such damages.

10. Indemnification

You agree to defend, indemnify, and hold harmless Convertly, its operators, affiliates, and personnel from and against any claims, damages, liabilities, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any law or third-party right (including any creator's rights); (d) any tax assessment, penalty, or filing obligation relating to commissions you pay; or (e) any dispute between you and a creator.

11. Service Availability

We aim for high availability but do not provide a guaranteed uptime SLA on any plan unless explicitly stated in writing. We may perform maintenance, modify features, or temporarily suspend access without prior notice. Loss of service does not entitle you to a refund except as required by law.

12. Force Majeure

Convertly is not liable for any failure or delay in performance due to causes beyond our reasonable control, including but not limited to natural disasters, acts of war or terrorism, government action, internet or telecommunications failures, cyberattacks, or third-party service provider outages.

13. Termination

Brands may cancel their subscription or uninstall through Shopify. Creators and other account holders may request account closure by contacting support@convertlyhq.com. We may suspend or terminate accounts for breach of these Terms, suspected fraud, or as required by law. Outstanding payment obligations survive termination. Information is retained or deleted as described in our Privacy Policy and required by applicable law.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law principles. Any dispute arising from these Terms or your use of the Service will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Arbitration will take place in Delaware or another location mutually agreed. You waive any right to a jury trial and to participate in any class, collective, or representative action. Small claims court is available for disputes within its jurisdictional limits.

Nothing in these Terms excludes mandatory rights or remedies that cannot lawfully be waived in your jurisdiction.

15. Changes to Terms

We may update these Terms from time to time. Material changes will be communicated via email or in-app notification at least 14 days before they take effect. Continued use of the Service after the effective date constitutes acceptance.

16. Entire Agreement; Severability

These Terms (together with the Privacy Policy and any plan-specific or order-form terms you agree to) constitute the entire agreement between you and Convertly regarding the Service. If any provision is held unenforceable, the remaining provisions remain in full force and effect.

Contact

Questions? Email legal@convertlyhq.com.