Terms of Service

1. Acceptance of Terms

By accessing or using CelerSign ("the Service"), you agree to be bound by these Terms of Service. If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these terms.

2. Service Description

CelerSign provides an electronic signature platform that allows users to upload documents, assign signers, collect legally-binding electronic signatures, and maintain tamper-proof audit trails. The Service includes document management, signer authentication via email OTP, and cryptographic integrity verification.

3. Account Responsibilities

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activity that occurs under your account
• Providing accurate and up-to-date account information
• Notifying us immediately of any unauthorized use of your account

4. Acceptable Use Policy

You agree not to use the Service to:

• Create, send, or solicit fraudulent contracts, forged signatures, or impersonate any individual or entity
• Upload or distribute malicious, deceptive, or unlawful content
• Use the Service to execute documents you are not legally authorized to execute
• Attempt to circumvent security measures, tamper with audit trails, or compromise the cryptographic integrity of any signed document
• Use the Service for any purpose that violates applicable laws, regulations, or third-party rights
• Engage in spam, phishing, money laundering, sanctions evasion, or any deceptive trade practice
• Interfere with or disrupt the integrity or performance of the Service or attempt to gain unauthorized access to other accounts
• Reverse-engineer, decompile, or build a competing product using the Service

CelerSign may investigate suspected violations and cooperate with law enforcement. Violations may result in immediate suspension or termination under Section 10.

5. Electronic Signatures & Legal Validity

Electronic signatures created through CelerSign are intended to be legally binding under the applicable electronic signature framework for the signer's jurisdiction. The Service is designed to satisfy the formation, attribution, integrity, and record-retention requirements of the laws below. CelerSign does not provide legal advice — you are responsible for confirming that electronic signatures are appropriate for your specific use case (some documents, such as wills, certain real-estate filings, or court orders, may be excluded from electronic execution by statute).

United States

• The federal Electronic Signatures in Global and National Commerce Act (ESIGN Act), 15 U.S.C. § 7001 et seq.
• The Uniform Electronic Transactions Act (UETA), adopted in 49 U.S. states and the District of Columbia
• For New York signers: the New York Electronic Signatures and Records Act (ESRA), N.Y. State Tech. Law § 301 et seq.

Canada

• The Personal Information Protection and Electronic Documents Act (PIPEDA), Part 2 — Electronic Documents
• Provincial electronic commerce statutes, including Ontario's Electronic Commerce Act, 2000, British Columbia's Electronic Transactions Act, Alberta's Electronic Transactions Act, and equivalent statutes in other common-law provinces

Africa & Other Regions

• Nigeria's Electronic Transactions framework and the Evidence Act 2011 (as amended)
• Other national electronic transactions statutes applicable to the signer

Every signature captured by CelerSign is accompanied by a comprehensive audit trail containing timestamps, IP addresses, signer-authentication events, and SHA-256 hash chains. The audit trail is appended to the executed PDF and may be relied on as evidence of consent, attribution, and document integrity.

6. Subscriptions, Fees & Auto-Renewal

Paid plans are billed in advance on a monthly or annual cycle in the currency selected at checkout (USD, CAD, NGN, or other supported currency). Fees are non-refundable except where required by law.

Automatic renewal disclosure

Your subscription will automatically renew at the end of each billing cycle at the then-current rate for the same term length, charged to your payment method on file, until you cancel. You may cancel at any time before the next renewal date from the Billing section of your account settings, or by emailing billing@celersign.com. Cancellation takes effect at the end of the current paid period; you retain access until that date and will not be charged again. This disclosure is provided in accordance with the California Automatic Renewal Law (Cal. Bus. & Prof. Code § 17600 et seq.) and comparable U.S. state and Canadian provincial statutes governing auto-renewing subscriptions.

CelerSign may change pricing on notice of at least 30 days before the start of your next billing cycle. Continued use after the effective date constitutes acceptance of the new pricing.

7. Service Level & Availability

CelerSign targets 99.5% monthly uptime for the Service, excluding scheduled maintenance and force-majeure events. This target is provided as an operational commitment, not a contractual SLA. No service-level credits are provided on SMB self-serve plans.

Enterprise customers may negotiate a written Service Level Agreement with credit remedies, dedicated support response times, and uptime commitments above the standard target as part of a separate Master Services Agreement. Contact sales@celersign.com.

8. Intellectual Property

You retain all rights to the documents you upload. By using the Service, you grant CelerSign a limited, worldwide, royalty-free license to store, process, and transmit your documents solely for the purpose of providing the e-signature service. CelerSign's name, logo, and all related marks are trademarks of CelerSign. The Service's software, design, and content are protected by intellectual property laws.

9. Data Protection & Privacy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, and protect your personal data. We support data-subject requests (access, correction, export, and deletion) under GDPR, PIPEDA, CCPA/CPRA, and other applicable privacy regimes through your account settings or by contacting privacy@celersign.com. Enterprise customers may request a Data Processing Addendum.

10. Account Suspension & Termination

You may terminate your account at any time from the Settings page. Upon termination, your personal data will be anonymized in accordance with our Privacy Policy, and your organization's active documents will remain accessible to existing signers for completion unless explicitly deleted.

CelerSign may suspend an account immediately and without prior notice if we reasonably believe the account is being used to violate Section 4 (Acceptable Use), is the subject of a credible legal complaint, has unpaid fees more than 30 days past due, or poses a security or fraud risk to the Service or to third parties. Where practicable, we will give written notice and an opportunity to cure non-payment or curable breaches before suspension.

CelerSign may terminatean account on 30 days' written notice for convenience, or immediately for material breach that is not cured within 10 days of notice. Audit trail records and previously executed documents will be retained for the period required to preserve their legal validity, even after the account closes.

11. Limitation of Liability

To the maximum extent permitted by applicable law, CelerSign and its affiliates, officers, employees, and suppliers shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, data, goodwill, or business opportunities, even if advised of the possibility of such damages.

Our aggregate liability for any and all claims arising out of or relating to these Terms or the Service shall not exceed the greater of (a) the total fees you paid to CelerSign in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) USD $100 (or CAD-equivalent for Canadian customers, NGN-equivalent for Nigerian customers).

Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions, the limitations above apply to the fullest extent permitted by law. Nothing in these Terms limits liability for fraud, willful misconduct, or any other liability that cannot be excluded by law.

12. Governing Law & Jurisdiction

The governing law and venue for disputes depend on the customer's billing address at the time the dispute arises.

12.1 United States customers

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The federal Arbitration Act governs the interpretation and enforcement of any arbitration provisions herein.

[PLACEHOLDER — founder & counsel to choose ONE of the following before publication:]

• Option A — Courts: Any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be brought exclusively in the state or federal courts located in New Castle County, Delaware, and the parties consent to the personal jurisdiction of those courts.
• Option B — Arbitration: Any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules, seated in Wilmington, Delaware. Each party waives any right to a jury trial and any right to participate in a class action. Either party may seek injunctive or other equitable relief in court for intellectual-property infringement or breach of confidentiality.

12.2 Canadian customers

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. The parties irrevocably attorn to the exclusive jurisdiction of the courts of the Province of Ontario, sitting in Toronto, for any dispute arising out of or relating to these Terms or the Service. (French-language terms and Quebec-specific provisions will be published separately if and when CelerSign launches in Quebec.)

12.3 Nigerian & other African customers

These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria. Any disputes arising from these Terms shall be resolved through arbitration in Lagos, Nigeria, under the Arbitration and Mediation Act 2023, unless otherwise required by applicable consumer-protection laws.

12.4 All other customers

Customers outside the United States, Canada, and Africa: these Terms are governed by the laws of the Province of Ontario, Canada, with exclusive jurisdiction in the courts of Toronto, Ontario, unless local mandatory consumer-protection law dictates otherwise.

13. Dispute Resolution & Notice

Mandatory pre-dispute notice. Before initiating any formal proceeding (court action or arbitration) under Section 12, the party with the claim must first send a written Notice of Dispute to the other party describing the claim and the relief sought. Notices to CelerSign must be sent to legal@celersign.com.

30-day good-faith negotiation. For thirty (30) days following delivery of the Notice of Dispute, the parties shall negotiate in good faith to resolve the matter. No formal proceeding may be filed until that 30-day period has elapsed, except that either party may at any time seek emergency injunctive or equitable relief from a court of competent jurisdiction.

Statutes of limitation are tolled during the 30-day notice period.

14. Changes to These Terms

We may update these Terms from time to time. Material changes will be announced by email to the account's billing contact and by an in-app notice at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.

15. Contact

Questions about these Terms: legal@celersign.com. Billing: billing@celersign.com. Privacy: privacy@celersign.com.