Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client" or "you") and Clarzio ("we", "our", or "us"), a digital services agency operating from Colombo, Sri Lanka. By using our website or engaging our services, you confirm that you have read, understood, and agree to these Terms.

2. Services

Clarzio provides the following services, among others:

• AI Workflow Automation (n8n, Zapier, Make, custom integrations)
• Custom AI Development and LLM deployment
• AI Consulting and digital transformation strategy
• Customer Support AI implementation
• Website Design and development
• Digital Marketing management (Facebook, Instagram, TikTok, Google Ads)

The specific scope, deliverables, timelines, and pricing for each engagement will be agreed upon in a separate Service Agreement or Statement of Work prior to commencement.

3. Client Responsibilities

To enable us to deliver our services effectively, you agree to:

• Provide accurate, complete, and timely information, materials, and access required for the project
• Designate a point of contact with authority to make decisions on your behalf
• Review and provide feedback on deliverables within agreed timeframes
• Ensure you have all necessary rights and permissions for content or data you provide to us
• Not use our services for any unlawful, harmful, or fraudulent purpose

4. Payment Terms

Payment terms will be specified in the relevant Service Agreement. General terms include:

• Invoices are due within 14 days of issue unless otherwise agreed in writing
• Late payments may incur a fee of 2% per month on outstanding balances
• We reserve the right to pause or terminate services for accounts with overdue balances exceeding 30 days
• All fees are exclusive of applicable taxes unless stated otherwise
• Refunds are subject to the terms of your specific Service Agreement

5. Intellectual Property

Your Content: You retain ownership of all content, data, and materials you provide to us. You grant us a limited licence to use this content solely to deliver the agreed services.

Our Deliverables: Upon full payment, intellectual property rights in custom-built deliverables (such as automation workflows, code, or website designs created specifically for you) transfer to you, unless otherwise specified in the Service Agreement.

Our Tools & IP: We retain ownership of our pre-existing tools, frameworks, methodologies, templates, and any general-purpose code or components used in delivering services. These may be reused across other client engagements.

Third-Party Tools: Deliverables may incorporate third-party platforms (e.g. n8n, Make, Zapier). Your use of these tools is governed by their respective terms of service.

6. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information shared during the engagement ("Confidential Information"). This obligation does not apply to information that:

• Is or becomes publicly available through no fault of the receiving party
• Was already known to the receiving party prior to disclosure
• Is independently developed without use of Confidential Information
• Is required to be disclosed by law or court order

Confidentiality obligations survive termination of our engagement for a period of 2 years.

7. Limitation of Liability

To the maximum extent permitted by applicable law, Clarzio shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Damages arising from third-party platform outages, changes, or policy updates
• Issues arising from inaccurate or incomplete information provided by you

Our total cumulative liability to you for any claim shall not exceed the total fees paid by you to Clarzio in the 3 months preceding the claim.

8. Warranties and Disclaimers

We warrant that our services will be performed with reasonable skill and care. However, we do not guarantee specific business outcomes, advertising results, or performance metrics unless explicitly committed to in a Service Agreement.

Our website and services are provided "as is" without warranties of any kind, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement.

9. Termination

Either party may terminate a service engagement by providing written notice as specified in the relevant Service Agreement. Upon termination:

• You are responsible for fees accrued up to the termination date
• We will provide you with completed deliverables and work-in-progress at the time of termination
• Both parties will return or destroy Confidential Information of the other party upon request

We reserve the right to terminate services immediately, without notice, if you breach these Terms or engage in conduct we reasonably determine to be harmful or unlawful.

10. Governing Law

These Terms are governed by and construed in accordance with the laws of Sri Lanka. Any disputes arising from or relating to these Terms shall be subject to the exclusive jurisdiction of the courts of Colombo, Sri Lanka.

For international clients, we will make reasonable efforts to resolve disputes amicably before initiating formal proceedings.

11. Changes to These Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by updating the date at the top of this page. Your continued use of our website or services after such changes constitutes acceptance of the updated Terms.

12. Contact Us

For questions, concerns, or notices regarding these Terms, please contact us:

• Email: hello@clarzio.com
• Website: clarzio.com
• Location: Colombo, Sri Lanka