Terms of Service
1. What you're agreeing to
By installing or using Certly ("the Service") you agree to these Terms. If you're using Certly on behalf of a company, you confirm you have authority to bind that company to these Terms.
2. What Certly is — and what it isn't
Certly helps Shopify B2B merchants collect, store, and track US resale and exemption certificates from their customers. It automates document intake, runs OCR on uploaded files, sets a customer's taxExempt status in Shopify, and sends renewal reminders.
Certly is not a tax advice service, an accountant, or a tax filing service. We don't validate certificates against state databases. You are responsible for verifying that the certificates your customers provide are valid and applicable to the jurisdictions you operate in.
3. Your account
Your Certly account is tied to your Shopify store. Authentication and access control happen through Shopify; you keep your account secure by keeping your Shopify account secure.
4. Billing
Certly subscriptions are billed monthly through Shopify's Managed Pricing system. Prices and trial terms are shown on the pricing page in your Shopify admin and on our pricing section. Cancellations take effect at the end of the current billing period.
Plan usage limits (certificates per month, customers, etc.) are displayed on the pricing page. We may apply soft-throttling or require an upgrade if your usage materially exceeds your plan's limits.
5. Your data, your customers' data
You own the data you and your customers submit to Certly. We process it on your behalf, as described in our Privacy Policy. You're responsible for:
- Telling your customers what you collect and why (your privacy policy)
- Responding to data-access and deletion requests from your customers, with our help via Shopify's GDPR webhooks
- Keeping the data you collect lawful and appropriate for your business
6. Acceptable use
You won't use Certly to:
- Upload content you don't have the right to process
- Attempt to bypass authentication, rate limits, or plan limits
- Reverse-engineer or scrape the service beyond what the documented APIs allow
- Use Certly to facilitate tax evasion or any other illegal activity
7. Service availability
We aim for high uptime and rely on infrastructure providers like Shopify, Supabase, and Fly.io. We don't currently offer a formal SLA. We'll notify you of major incidents and post-mortems where appropriate. The Service is provided "as is" without warranty of any kind.
8. Termination
You can stop using Certly at any time by uninstalling the app from your Shopify admin. Doing so cancels your subscription at the end of the current period and triggers shop-scoped data deletion (see Privacy Policy §6).
We can suspend or terminate access if you breach these Terms, fail to pay, or use the service in a way that puts us, other customers, or Shopify at material risk.
9. Limitation of liability
To the maximum extent permitted by law, Certly's total liability for any claim arising out of or related to these Terms is limited to the amount you paid us in the twelve months preceding the event giving rise to the claim. We are not liable for indirect, incidental, consequential, or punitive damages, including loss of revenue, loss of data, or tax assessments by any authority.
10. Governing law
These Terms are governed by the laws of the jurisdiction where Certly is incorporated. Any disputes will be resolved in the courts of that jurisdiction. (Specific jurisdiction to be set before public launch.)
11. Changes to these Terms
We may update these Terms occasionally. If we make material changes, we'll post a notice in the app or email you. Continued use after a change means you accept the updated Terms.
12. Contact
Questions about these Terms? hello@certly.app.