Terms Of Use - Operyn

Effective Date: 30 March, 2026

THIS TERMS OF USE (“Terms”) IS A BINDING AGREEMENT AND GOVERNS THE USE OF AND ACCESS TO THE SERVICES BY CUSTOMER, AGENTS, AND END USERS WHETHER IN CONNECTION WITH A PAID SUBSCRIPTION OR FREE TRIAL FOR THE SERVICES.

This Terms of Use governs Customer’s access and use of the Services and is effective when Customer clicks to accept or otherwise agrees to it (the “Effective Date”). Customer and Operyn will each be referred to as a “party” and collectively referred to as the “parties” for purposes of this Terms.

1. Definitions

1.1. Terms means this Terms of Use, together with applicable mutually executed agreements attached to the same.

1.2. Service means the products and services developed or provided by Operyn that Customer purchases

1.3. Affiliate(s) means any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where “control” means control of greater than 50% of the voting rights or equity interests of a party.

1.4. Confidential Information means non-public, business, or technical information, regardless of whether such information is marked “confidential” or “proprietary”, but not information that: (i) was known to the receiving party without restriction prior to receipt from the disclosing party; (ii) is publicly available through no fault of the receiving party; (iii) is rightfully received by the receiving party from a third party without a duty of confidentiality; or (iv) is independently developed by the receiving party.

1.5. Customer means the party using the Services under this Agreement, as identified in the applicable account. The Customer may also be referred to as “you,” or “your.”

1.6. Service Data means all data, text, messages, communications, or other information submitted to and stored within the Services by Customer, agents, and users relating to Customer’s use of the Services. Service Data excludes Customer and agent account information, which is subject to the Privacy Policy.

2. Conditions Of Services

2.1. Customer obligations. The Customer agrees to:

(a) comply with these Terms and any agreements, policies relevant to these Terms;

(b) ensure its use of the Services complies with applicable laws, regulations, and legal requirements;

(c) pay any applicable charges for the Services during the effectiveness period of these Terms in accordance with the payment conditions specified at the payment site.

(d) take all reasonable measures to keep their user accounts secure; including by choosing a strong password and not sharing it with anyone else; files and databases and to ensure Customer’s data is safe and secure, acknowledging that Operyn cannot be held liable for any data loss;

(e) promptly notify Operyn if the Customer becomes aware of any unauthorized access to its account or the Services.

2.2. Access to the Service. Subject to your compliance with these Terms, you’re granted a non-exclusive, limited, non-transferable, freely revocable license to access and use the Service under the terms set forth in this Clause. Operyn reserves all rights not expressly granted under these Terms. Each person must have a unique account and you’re responsible for any activity conducted on your account. You may not allow any other party to access or use the Service with your unique username, password, or other security code.

2.3. Changes to the Service. Operyn may add, change or remove features or functionality to the Service; modify or introduce limitations to storage or other features (which may vary by plan type); or discontinue the Service altogether at any time. If you’re on a paid subscription and Operyn discontinues the Service you’re using during your subscription, Operyn will migrate or make available to you a substantially similar service provided by Operyn (if available) and if it’s unable to do so, Operyn will provide you a pro-rata refund of fees prepaid for the remaining period of your subscription.

2.4. Restrictions on use of the Service. You will not yourself or through any third party to:

(a) rent, lease, sell, distribute, offer in a service bureau, sublicense, or otherwise make available the Service to any third party (except as permitted under these Terms);

(b) copy, replicate, decompile, reverse-engineer, attempt to derive the source code of, modify, or create derivative works of the Service, or any part thereof;

(d) access the Service for purposes of building or marketing a competitive product;

(e) use the Service to create, store or transmit a virus or malicious code;

(f) use a virtual private network (VPN) to circumvent geographic-based pricing or content access; (vii) use the Service to transmit unsolicited emails or engage in spamming or phishing;

(g) use any form of data mining, extraction, or scraping on the Service and/or the contents available in it for any purpose (including but not limited to AI, machine learning, and data science purposes); or

(h) bypass the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service.

2.5. Suspension. Operyn may limit or suspend Customer’s access to the Services if:

(a) Customer disrupts or creates a security risk to the Services;

(b) Operyn reasonably believes Customer’s use of the Services violates applicable law or suspension is requested by a government authority;

(d) Customer purchases the Services through a reseller, and either Customer fails to pay fees owed to the Reseller or the reseller fails to pay fees owed to Operyn; or

(e) Operyn reasonably determines that suspension is necessary to avoid material harm to Operyn, its Affiliates, or customers. Suspension includes removing or disabling Agents, Service Data, or other content. Unless applicable law requires otherwise, Operyn will use commercially reasonable efforts to notify Customer by email or through the Services before suspending access to the Services.

2.6. Publicity. Except where notified otherwise in writing, each party grants the other a non-transferable, non-exclusive, royalty free, worldwide license to reproduce and display the other party’s name, logos and trademarks, solely for the purpose of referring to the other party as a customer or supplier, on websites, press releases and other marketing materials.

3. Service Data

3.1. Use of Service Data. As between the parties, the Customer retains ownership of all Service Data. Customer instructs Operyn to use Service Data to provide, secure, and improve the Operyn’s products and services.

3.2. Data Privacy and Security. Operyn implements and maintains physical, technical and administrative security measures designed to protect your information from unauthorized access, destruction, use, modification or disclosure according to the Privacy Policy and Data Processing Addendum.

4. Billing

Operyn offers free and paid Services. You can learn more about Operyn’s subscription offerings here. Pricing may vary by location and will be based on the billing information you provide us at the time of purchase. If you’re on a team, the team owner will be billed for and is responsible for payment of subscription fees.

4.1. Subscriptions and Renewals. If you’re subscribing to a paid plan your subscription will automatically renew each billing cycle, for example, on a monthly or annual basis as applicable. We’ll notify you before auto-renewal of your subscription. You can cancel your subscription at any time, subject to Section 4.5 below.

4.2. Payment period. All payment, fee, or invoice disputes must be made in good faith and submitted to Operyn prior to the payment due date, or within 30 days of invoice for Customers on immediate payment terms.

4.3. Free Trials. Operyn may offer you a free trial to allow you to try our Service. Operyn reserves the right to set eligibility requirements and the duration for free trials. At the end of your free trial, Operyn will charge the relevant subscription fee for the next billing cycle to your nominated payment method, unless you cancel your subscription prior to the end of the free trial. If you have access to a free trial or pilot, your access to features made available as part of that free trial or pilot will cease if you do not enter into a paid subscription prior to the end of the pilot period.

4.4. Additional users. If you’re on a plan that enables you to increase users, you’re billed according to Operyn’s “name of button” model. When you add users, you will be billed for them on your next Billing Date (as defined below) prior to the Billing Date. 03 days prior to the Billing Date, Operyn will notify via email the billing contact associated with your account of the number of additional users and the associated subscription fees. The applicable “Billing Date” is as follows: (i) if you’re on a monthly subscription, the date of your next monthly renewal; (ii) if you’re on an annual subscription, every xxx months after the start date of your subscription. You will not receive a refund or credit for removing users from your team that have already been paid for.

4.5. Cancellation. You can stop using the Service and/or cancel your subscription at any time via your account settings. If you cancel your subscription, your subscription will be cancelled at the end of your then-current billing cycle and you will not be entitled to a refund of any fees already paid (except where required by law) and any outstanding fees will become immediately due and payable.

4.6. Changes to your subscription. During a subscription term, you cannot downgrade the Service plan or reduce the applicable pricing metric. If you are seeking any such downgrade or reduction for a future term, you must give 30 days’ written notice of such changes prior to the end of the current subscription term to [email protected].

4.7. Changes to Pricing. Operyn reserves the right to change its prices and plans at any time. If you’re on a subscription plan and we increase your price, any increase in price will not apply until your next renewal or 30 days after notice, whichever is later. If you do not wish to pay the increased price, you may cancel your subscription.

4.8. Billing Communications. You agree that Operyn may contact you at any time by email, push notifications, or other method with information relevant to your subscription, billing, and use of the Service.

4.9. Taxes. All fees and charges are exclusive of all applicable federal, provincial, state, local or other governmental taxes, fees or charges (collectively, “Taxes”). The Customer is responsible for paying all taxes associated with purchases made by the Customer under this Terms, except when Operyn is legally obliged to pay or collect taxes for which the Customer is responsible.

5. Confidentiality

5.1. Obligations. Each party will protect the other’s Confidential Information from unauthorized use, access, or disclosure in the same manner as each party protects its own Confidential Information, but with no less than reasonable care.

5.2. Use. Each party may use the other party’s Confidential Information solely to exercise its respective rights and perform its respective obligations under this Agreement and may disclose such Confidential Information only: (i) to its Affiliates, employees, and/or agents who have a need to know such Confidential Information and who are bound by terms of confidentiality at least as protective as the Terms; (ii) as necessary to comply with an order or subpoena of any administrative agency or court of competent jurisdiction; or (iii) as reasonably necessary to comply with any applicable law or regulation.

5.3. Remedies. The parties agree that any violation or threatened violation of this section may cause irreparable injury to the other party, entitling the other party to seek injunctive relief in addition to all other legal remedies.

6. Intellectual Property

Except as expressly set out in these Terms, all intellectual property rights in and to the Service remain the sole property of Operyn and its licensors. You assign to Operyn any suggestions, ideas, enhancement requests, or other feedback you provide to Operyn relating to the Service. Operyn owns all content, data, software, inventions, ideas and other technology and intellectual property that it develops in connection with the Service and its products.

7. Term and Termination

7.1. Term. These Terms will take effect the first time you access the Service and will continue in full force and effect until your account is deleted or terminated. It is automatically renewed for an equal Term, unless either party provides a written notice of termination minimum 30 days before the end of the Terms to the other party.

7.2. Termination for cause. Either party may terminate these Terms for cause, if the other party: (i) is in material breach of the Terms and fails to cure that breach within 30 days after receipt of written notice; or (ii) ceases its business operations or becomes subject to insolvency proceedings. Operyn may immediately terminate these Terms for cause without notice if Customer violates Section 2.1(a) or 2.1(b).

7.3. Effect of Termination. Upon termination, Customers will no longer have access to the Services unless otherwise agreed by the parties, and Operyn will delete Service Data according to the Operyn policy. If Customer terminates the Terms under Section 7.3, Operyn will refund any prepaid fees it received covering the remainder of the subscription term as of the effective date of termination. If Operyn terminates the Terms under Section 7.3 or if Customer cancels its account before the end of the subscription term, Customer will pay any unpaid amounts covering the remainder of the subscription term. In no event will termination relieve the Customer of its obligation to pay any fees payable to Operyn or the reseller for the period before the effective date of termination.

7.4. Survival of Terms. Sections titled “Term and Termination”, “Billing”, “Intellectual Property”, “Limitation of Liability”, “Indemnification” and “Miscellaneous” inclusive, will survive any expiration or termination of these Terms.

8. Warranties And Disclaimers

8.1. Warranties. Each party represents and warrants to the other that: (i) it has full authority to enter into these Terms; (ii) executing and performing these Terms does not violate any other agreements to which it is subject; and (iii) it will comply with all laws directly applicable to its performance under these Terms.

8.2. Operyn’s warranties. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE OF OUR SERVICES ARE AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, WE, OUR SUBSIDIARIES, OUR AFFILIATES, AND OUR LICENSORS DO NOT WARRANT THAT ANY CONTENT ON OUR SERVICES ARE ACCURATE, RELIABLE, OR CORRECT; THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT OUR SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SERVICES OR ANY DOWNLOAD OF CONTENT THROUGH THE USE OF THE SERVICES. YOU MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.

8.3. Disclaimers. Except as expressly provided herein, neither party makes any warranty of any kind, whether express, implied, statutory or otherwise, and each party specifically disclaims all implied warranties, including any implied warranty of merchantability, fitness for a particular purpose or non-infringement, to the maximum extent permitted by applicable law. Operyn does not warrant that the Service complies with any local or international law or regulations.

9. Indemnification

9.1. Your Indemnity Obligations. Your use of the Services is at your sole risk and you agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of (i) your breach of these Terms or the documents it incorporates by reference; (ii) or your violation of any law or the rights of a third party; or (iii) any aspect of the transaction between you, including but not limited to refunds, fraudulent transactions, alleged or actual violation of applicable laws or your breach of the Terms of Use.

9.2. Operyn Indemnity Obligations. Operyn does not warrant that (i) the Services will be uninterrupted, timely, secure, or error-free; (ii) the results that may be obtained from the use of the Services will be accurate or reliable; (iii) the quality of any products, services, information, or other materials purchased or obtained by you through the Services will meet your expectations, or that any errors in the Services will be corrected; and (iv) it shall be held liable for any of your tax obligations or liabilities arising from the use of the Service.

10. Limitation Of Liability

10.1. EXCLUSION OF DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS, OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS, OR DIRECTORS) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, OUR SERVICES. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF OUR SERVICES OR YOUR ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICES; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES; (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH OUR SERVICES; AND/OR (G) YOUR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.

10.2. MAXIMUM LIABILITY. IN NO EVENT WILL WE OR OUR AFFILIATES, AGENTS, SUPPLIERS, OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS, OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, OR COSTS IN AN AMOUNT OF THE 12-MONTH PERIOD PRECEDING THE INITIAL CLAIM GIVING RISE TO LIABILITY. MULTIPLE CLAIMS SHALL NOT ENLARGE THIS LIMITATION.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

11. General Terms

11.1. Compliance with Applicable Law. You agree to abide by all applicable local, state, national and foreign laws, treaties and regulations, in connection with your use of the Service. Canva agrees to abide by all applicable local, state, national and foreign laws, treaties and regulations, in connection with its provision of the Service.

11.2. Governing Law. These Terms shall, in all respects, be governed by and construed in accordance with the laws of Singapore. The courts in Singapore shall have exclusive jurisdiction in connection with any dispute arising out of or in connection with these Terms.

11.3. Force majeure. Neither party shall be liable to the other party for the delay in any performance or failure to render any performance under this Agreement when such failure or delay finds its cause in a case of force majeure, such as governmental regulations, fire, strike, war, flood, accident, epidemic, embargo, appropriation of plant or product in whole or in part by any government or public authority, or any other cause or causes, whether of like or different nature, beyond the reasonable control of such party as long as such cause or causes exist.

11.4. Assignment. Neither party will assign this Terms, except: (i) to an Affiliate; (ii) with prior written consent of the other party, which will not be unreasonably withheld; or (iii) in connection with a merger, acquisition, change in control, or sale of substantially all of its assets.

11.5. Severability. In case any one or more of the provisions of this Terms or any application thereof shall be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions of this Terms and any application thereof shall be in no way thereby affected or impaired. Both parties undertake to replace any invalid, illegal or unenforceable provision of this Terms by a valid provision having the same effects and objectives.

11.6. Marketing Communications & Consent. By creating an Operyn account, you consent to receiving offers, updates and other marketing communications from Operyn. We may send these messages to the email address, phone number, or other contact details you use to create your account. Please keep this information current so you don’t miss important notices. You can withdraw or adjust your marketing preferences at any time via email at [email protected] or the unsubscribe link in any marketing message we send you, without any cost to you. You will continue to receive essential service-related and legally required communications even if you opt out of marketing messages.

11.7. Modifications. We may modify these Terms (and any policies or agreements referenced in these Terms) at any time. We will post the most current version of these Terms on operyn.ai. We will provide you with reasonable advance notice of any change to the Terms that, in our reasonable determination, materially adversely affect your rights or your use of the Service. We may provide you this notice via the Service and/or by email to the email address associated with your account. By continuing to use the Service after any revised Terms become effective, you agree to be bound by the new Terms.

11.8. Entire Agreement. These Terms and the terms and policies referenced in these terms constitute the entire agreement between you and Operyn with respect to the Service. These Terms supersede any prior representations, agreements, or understandings between you and Canva, whether written or oral, with respect to the Service including previous versions of the Terms. All terms, conditions or provisions on a purchase order will be of no force and effect notwithstanding any acceptance of such purchase order.

11.9. No Waiver. No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision.

11.10. Notices. All required notices to you will be sent to the email address associated with your account or through other legally permissible means.