Terms of Service

1. Definitions

• “Customer”, “you”, “Organization” — the training business, academy, school or individual instructor that creates and operates an account on the Platform, and everyone it authorizes to act on that account.
• “End User” — any person who registers for, purchases from, enrolls in, attends, or otherwise engages with anything the Customer offers through the Platform.
• “Content” — any course material, event listing, website copy, certificate, message, image, recording or other material the Customer or its End Users submit through the Platform.
• “Fees” — all amounts payable to Company, including Subscription Fees, Transaction Fees and Top-Up purchases (see Section 6).

2. Nature of the relationship

Company is a technology infrastructure provider. Klyrae gives the Customer tools to build a website, run events and courses, manage a customer database, send email and collect payment — nothing more. The Customer's training business is independently owned and independently operated. Company is not the Customer's partner, employer, franchisor, agent, insurer, co-venturer, or guarantor in any respect.

Company is not, and will never be treated as, a party to any transaction, enrollment, ticket sale, course, cohort, event, engagement, contract or communication between the Customer and any End User. The Customer alone is responsible for the existence, accuracy, quality, delivery, legality, pricing, scheduling, and outcome of everything it offers through the Platform.

3. No liability for your business

To the fullest extent permitted by law, Company has no liability whatsoever — whether in contract, tort, negligence, strict liability or otherwise — for any claim, loss, damage, dispute or expense arising out of or connected with the Customer's operation of its business, including, without limitation:

• An End User's dissatisfaction with, or expectations of, any course, event, certificate, product or service the Customer offers;
• Any dispute, complaint or legal action brought by an End User against the Customer, or by the Customer against an End User;
• Cancelled, postponed, rescheduled, undersold, oversold, or under-delivered events, cohorts or courses;
• The conduct, competence, absence, misconduct or misrepresentation of the Customer, its staff, instructors, facilitators or contractors;
• Inaccurate, misleading, defamatory, infringing or unlawful Content the Customer publishes or sends through the Platform;
• The Customer's failure to hold any license, accreditation, certification or regulatory approval required to lawfully deliver its training, courses or events;
• Any refund, chargeback, or payment dispute an End User raises against the Customer, however that purchase was processed;
• Loss, misuse, or unauthorized disclosure of End User data the Customer collected, stored or exported through the Platform;
• Any dispute between the Customer and its own employees, contractors, co-founders or business partners; and
• Any other act, omission, representation or failure of the Customer in the operation of its business, whether or not the Platform was used in connection with it.

If something goes wrong between the Customer and its student, attendee, or customer, that is a matter between the Customer and them. Company is not involved, will not adjudicate it, and carries no responsibility for the outcome.

4. No warranties

The Platform is provided “as is” and “as available,” without warranty of any kind, express or implied, including any implied warranty of merchantability, fitness for a particular purpose, title, or non-infringement, or that the Platform will be uninterrupted, timely, secure, or error-free. Company does not warrant that using the Platform will result in any particular level of revenue, enrollment, attendance, growth, or business success for the Customer.

5. Limitation of liability

To the maximum extent permitted by applicable law, Company is not liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, goodwill, business opportunity, or data, arising out of or relating to the Platform or these Terms, even if advised of the possibility of such damages.

Where liability cannot be excluded by law, Company's total aggregate liability arising out of or relating to the Platform or these Terms shall not exceed the total Fees actually paid by the Customer to Company in the three (3) months immediately preceding the event giving rise to the claim.

6. Fees & no refunds

All Fees are non-refundable in every circumstance described below, whether the Customer's account is active, suspended, downgraded, or closed.

1. Transaction Fees. Where the Platform processes payment on the Customer's behalf, Company's transaction fee is deducted automatically before settlement. Once a payment has been successfully processed, the transaction fee retained by Company is final and non-refundable — including where the Customer later refunds the underlying purchase to its own End User, in whole or in part, for any reason.
2. Subscription Fees. Subscription plans are billed in advance. Subscription Fees are non-refundable, including on early cancellation, downgrade, non-use, suspension, or termination of the account, whether voluntary or for cause. No credit or proration is issued for a partial billing period.
3. Top-ups & prepaid credit. Certificate credits, AI credits, email credits, event credits and any other prepaid, pay-per-use balance are non-refundable and non-transferable once purchased — including balances that go unused, expire, or remain on an account later closed.
4. Disputes over Company's own Fees. Initiating a chargeback or payment dispute against Company's own Fees, rather than raising it directly with Company, is a material breach of these Terms and may result in immediate suspension of the account, without prejudice to Company's right to recover the disputed amount together with any reasonable costs of recovery.

7. Indemnification

The Customer shall defend, indemnify and hold harmless Company and its directors, officers, employees and agents from and against any and all claims, damages, losses, liabilities, costs and expenses (including reasonable legal fees) arising out of or relating to: the Customer's use of the Platform; the Customer's relationship or dealings with any End User; Content the Customer or its End Users submit; the Customer's breach of these Terms; the Customer's violation of any applicable law or third-party right; and any dispute between the Customer and any third party arising from the Customer's business.

8. Third-party services

Payment collection, settlement and payout are performed by third-party payment processors (including Paystack) under their own terms; email and SMS delivery may rely on third-party providers. Company is not liable for the acts, omissions, downtime, security incidents, or delays of any third-party service the Platform relies on, including any hold, delay or refusal by a payment processor or banking partner.

9. Force majeure

Company is not liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, fire, flood, war, civil unrest, epidemic or pandemic, governmental action, power or internet or telecommunications failure, cyberattack, or failure of a third-party provider referred to in Section 8.

10. Suspension & termination

Company may suspend or terminate access to the Platform, with or without notice where practicable, for breach of these Terms, suspected fraud or abuse, non-payment, a requirement of law or a payment partner, or where Company reasonably believes continued access poses a risk to Company, other customers, or their End Users. No Fee already paid is refunded on suspension or termination for cause, and Section 6 continues to apply in full.

11. Assumption of risk

Operating a training business — selling courses, running events, collecting payment, managing staff and instructors, and serving customers — carries inherent commercial, legal and reputational risk. The Customer knowingly and voluntarily assumes that risk in full, and acknowledges that Company's role is limited to providing the software described in Section 2.

12. General provisions

These Terms, together with Company's Privacy Policy, constitute the entire agreement between the Customer and Company regarding the Platform. If any provision is held unenforceable, that provision is limited or removed to the minimum extent necessary, and the remainder stays in full force. Company's failure to enforce any provision is not a waiver of it. Company may update these Terms from time to time; continued use of the Platform after an update takes effect constitutes acceptance of the revised Terms. These Terms are governed by the laws of the Federal Republic of Nigeria, and the parties submit to the exclusive jurisdiction of its courts.

13. Electronic acceptance

Checking the acceptance box and proceeding with account creation is an affirmative act of electronic signature. It has the same legal effect as a handwritten signature on a paper copy of this document, and Company retains a timestamped record of that acceptance against the Customer's account.