Terms of Service

Welcome to Keldan.

These Terms of Service ("Terms") govern your access to and use of the websites, applications, software, cloud services, APIs, developer tools, documentation, marketplaces, infrastructure services, and any other products or services provided by Keldan Tecnologia Ltda. ("Keldan", "Company", "we", "our", or "us") (collectively, the "Services").

These Terms constitute a legally binding agreement between you and Keldan.

By accessing, browsing, registering for, purchasing, or using any of our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

If you do not agree with these Terms, you must not access or use the Services.

Keldan is a technology company that develops enterprise software, cloud platforms, APIs, infrastructure services, developer tools, software development kits (SDKs), artificial intelligence solutions, marketplaces, automation platforms, and related technologies for businesses worldwide.

Our Services may include, but are not limited to:

Software as a Service (SaaS)
Cloud Platforms
APIs
Infrastructure Services
Developer Platforms
Marketplace Solutions
Payment Technology Infrastructure
Gaming Infrastructure
Artificial Intelligence Services
Integration Services
Authentication Services
Analytics Platforms
Monitoring Services

Unless expressly stated for a specific regulated Service, Keldan is not a financial institution, bank, payment processor, gambling operator, cryptocurrency exchange, broker, investment advisor, or licensed financial services provider.

Some Services may support customers operating regulated businesses. Compliance with applicable laws and regulations remains the responsibility of each customer unless otherwise expressly agreed in writing.

These Terms apply to every person or organization that accesses or uses any Keldan Service, including:

visitors;
customers;
developers;
partners;
contractors;
organizations;
business users;
API consumers;
trial users;
enterprise customers.

Certain Services may be governed by additional service-specific terms, order forms, subscription agreements, or enterprise agreements.

Where additional terms apply, they supplement these Terms. In the event of a conflict, the service-specific agreement shall prevail solely with respect to the applicable Service.

You may use the Services only if:

you have legal capacity to enter into binding agreements;
you comply with all applicable laws;
you provide accurate registration information;
you are authorized to act on behalf of any organization you represent.

If you are accepting these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization.

For purposes of these Terms:

"Account" means a registered account used to access the Services.

"Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a party.

"API" means any application programming interface provided by Keldan.

"Customer" means the individual or legal entity subscribing to or using the Services.

"Customer Data" means all information submitted, uploaded, transmitted, generated, stored, or processed by or on behalf of the Customer through the Services.

"Documentation" means any manuals, developer documentation, guides, specifications, or technical materials made available by Keldan.

"Fees" means all charges payable for the Services.

"Intellectual Property Rights" means copyrights, trademarks, patents, trade secrets, database rights, moral rights, and all other intellectual property rights recognized under applicable law.

"Marketplace" means any platform operated by Keldan allowing integrations, extensions, applications, plugins, or third-party offerings.

"Order" means any purchase, subscription, quote, proposal, or commercial agreement accepted by the Customer.

"Services" means all products, APIs, cloud services, software, infrastructure, websites, applications, SDKs, platforms, documentation, and related technologies provided by Keldan.

"Subscription" means a recurring or prepaid commercial plan granting access to one or more Services.

"User" means any individual authorized to access the Services through a Customer account.

Keldan continuously improves its Services.

Accordingly, we may:

introduce new features;
modify existing functionality;
improve performance;
enhance security;
discontinue legacy features;
replace technologies;
release beta functionality;
change technical requirements.

Whenever reasonably practicable, material changes affecting Customers will be communicated in advance.

Nothing in these Terms obligates Keldan to maintain any particular feature indefinitely unless expressly agreed in writing.

Keldan may update these Terms from time to time.

When material changes are made, we will update the "Last Updated" date and, where required by applicable law or contractual obligations, provide additional notice through appropriate communication channels.

Continued use of the Services after the effective date of revised Terms constitutes acceptance of the updated Terms.

Certain Services require the creation of an Account.

When registering for an Account, you agree to provide accurate, complete, and up-to-date information and to keep such information current throughout your use of the Services.

You are responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account.

You must immediately notify Keldan if you become aware of any unauthorized access, suspected compromise, or security incident involving your Account.

Keldan reserves the right to suspend or terminate Accounts that contain false, misleading, incomplete, or fraudulent information.

You are responsible for implementing appropriate security measures to protect your Account.

These measures include, where applicable:

using strong and unique passwords;
enabling multi-factor authentication (MFA);
limiting access to authorized personnel;
protecting API credentials;
securely storing access tokens;
promptly revoking compromised credentials.

Keldan is not responsible for losses resulting from unauthorized access caused by your failure to maintain appropriate security practices.

Customers are responsible for their use of the Services.

Without limitation, Customers agree to:

comply with all applicable laws and regulations;
maintain accurate account information;
use the Services only for lawful purposes;
obtain all rights, permissions, and consents necessary for Customer Data;
protect access credentials;
maintain appropriate security controls within their organization;
ensure that authorized Users comply with these Terms;
promptly report security incidents affecting their Account;
cooperate with reasonable investigations relating to abuse or security.

Customers remain solely responsible for all activities performed through their Accounts.

Customers may authorize employees, contractors, affiliates, or other individuals to access the Services on their behalf.

Customers are responsible for:

assigning appropriate permissions;
removing access when no longer required;
reviewing user activity;
maintaining least-privilege access controls.

Actions performed by Authorized Users are deemed to have been performed by the Customer.

Customers retain ownership of all Customer Data submitted to the Services.

Except as necessary to provide the Services or as required by law, Keldan does not claim ownership of Customer Data.

Customers represent and warrant that they possess all rights necessary to upload, store, process, transmit, and otherwise use Customer Data through the Services.

Customers are solely responsible for:

the legality of Customer Data;
the accuracy of Customer Data;
compliance with privacy laws;
obtaining required consents;
responding to requests from data subjects where applicable.

Customers may use the Services only for lawful purposes and in accordance with these Terms and the Acceptable Use Policy.

Users shall not misuse the Services or assist others in doing so.

Without limitation, Customers shall not:

violate applicable laws or regulations;
infringe intellectual property rights;
transmit unlawful content;
distribute malware or malicious software;
interfere with the operation of the Services;
attempt unauthorized access to systems or Accounts;
perform denial-of-service attacks;
probe, scan, or test vulnerabilities without authorization;
circumvent security controls;
reverse engineer the Services except where expressly permitted by law;
abuse API rate limits;
interfere with other users;
distribute spam;
use the Services to facilitate fraud, money laundering, terrorist financing, or other unlawful activities;
impersonate another individual or organization;
use automated systems to overload the Services;
attempt to bypass subscription or licensing restrictions.

Violation of this section may result in suspension or termination of the applicable Account.

Customers are solely responsible for ensuring that their use of the Services complies with all laws applicable to their business activities.

Depending on the Customer's operations, this may include laws relating to:

privacy;
consumer protection;
intellectual property;
taxation;
financial services;
gaming;
payments;
export controls;
anti-money laundering (AML);
anti-corruption;
sanctions.

Keldan does not provide legal, financial, accounting, tax, or regulatory advice.

Customers should consult their own professional advisors regarding compliance obligations.

Certain Services may allow Customers to integrate with third-party services, software, APIs, marketplaces, or platforms.

Such integrations are provided for convenience.

Keldan does not control, endorse, or assume responsibility for third-party products or services unless expressly stated otherwise.

Customers are responsible for reviewing the applicable agreements, privacy policies, and terms governing any third-party integration they choose to use.

The availability of third-party integrations may change without prior notice.

Certain Services are provided on a paid subscription, usage-based, one-time purchase, or custom enterprise basis.

Applicable fees, billing terms, payment schedules, and subscription details will be presented through the applicable Order, Subscription Plan, quotation, or commercial agreement.

Unless otherwise agreed in writing:

all fees are stated exclusive of applicable taxes;
payments are non-refundable except where required by law or expressly stated otherwise;
recurring subscriptions renew automatically until cancelled;
customers remain responsible for applicable taxes, duties, and governmental charges.

Failure to pay applicable fees may result in suspension or termination of the affected Services.

Customers may upgrade, downgrade, add, or remove Services where such options are supported.

Changes may become effective:

immediately;
at the next billing cycle;
upon acceptance of a revised Order.

Certain enterprise agreements may establish different commercial terms.

Customers are responsible for all taxes, duties, levies, and governmental charges associated with their purchase or use of the Services, except taxes based on Keldan's income.

Where legally required, Keldan may collect and remit applicable indirect taxes.

Customers are responsible for providing accurate tax information whenever required.

Keldan and its licensors retain all right, title, and interest in and to the Services.

This includes, without limitation:

software;
source code;
object code;
APIs;
SDKs;
documentation;
trademarks;
logos;
interfaces;
workflows;
designs;
architecture;
algorithms;
databases;
machine learning models;
artificial intelligence technologies;
trade secrets;
know-how;
improvements;
derivative works.

Except for the limited rights expressly granted under these Terms, no ownership rights are transferred to Customers.

Customers retain all ownership rights in:

Customer Data;
trademarks;
logos;
business names;
proprietary content;
software developed independently by the Customer;
confidential business information.

Nothing in these Terms transfers ownership of Customer intellectual property to Keldan.

Customers grant Keldan only the limited rights necessary to provide the Services.

Subject to compliance with these Terms and payment of applicable fees, Keldan grants Customers a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for their internal business purposes.

Customers shall not:

resell the Services except where expressly authorized;
copy the Services except as permitted by law;
modify proprietary software;
create derivative works of the Services;
distribute proprietary components;
remove copyright notices;
sublicense the Services;
exploit the Services beyond the scope of the applicable subscription.

Customers may voluntarily submit suggestions, ideas, recommendations, comments, enhancement requests, bug reports, or other feedback regarding the Services.

Unless otherwise agreed in writing, Keldan may use such feedback without restriction and without any obligation to provide compensation.

Feedback does not create any ownership rights in favor of the submitting party.

During the relationship between the parties, each party may receive Confidential Information belonging to the other.

Confidential Information includes non-public information relating to:

software;
architecture;
APIs;
security;
pricing;
customers;
product roadmaps;
source code;
trade secrets;
technical documentation;
business strategies;
financial information.

Confidential Information does not include information that:

is publicly available without breach of these Terms;
was lawfully known prior to disclosure;
is independently developed without use of Confidential Information;
is lawfully obtained from a third party.

Each party agrees to:

maintain the confidentiality of Confidential Information;
use Confidential Information only for purposes related to the Services;
protect Confidential Information using reasonable security measures;
restrict disclosure to authorized personnel with a legitimate business need.

Confidentiality obligations survive termination of these Terms for as long as the information remains confidential under applicable law.

Certain components of the Services may incorporate open source software distributed under applicable open source licenses.

Use of such components remains subject to their respective licenses.

Nothing in these Terms limits any rights granted under applicable open source licenses.

From time to time, Keldan may offer preview features, beta services, early access programs, experimental technologies, or pre-release functionality ("Beta Services").

Beta Services:

may contain bugs or errors;
may change substantially;
may be discontinued at any time;
may not be suitable for production environments;
are provided for evaluation purposes.

Customers use Beta Services entirely at their own risk.

Unless expressly agreed otherwise, Beta Services are provided "AS IS" without warranties of any kind.

Keldan continuously works to provide reliable, secure, and high-performing Services.

However, unless expressly stated in a separate written Service Level Agreement (SLA), Keldan does not guarantee uninterrupted or error-free operation of the Services.

Service interruptions may occur due to:

scheduled maintenance;
emergency maintenance;
infrastructure failures;
internet connectivity issues;
third-party service outages;
force majeure events;
security incidents;
software updates.

Whenever reasonably practicable, Keldan will provide advance notice of scheduled maintenance that may materially impact the Services.

Support is provided according to the Customer's subscription plan or applicable commercial agreement.

Support may include:

technical assistance;
incident investigation;
configuration guidance;
bug reporting;
documentation assistance.

Support does not include:

software customization;
consulting services;
customer-specific development;
legal or regulatory advice;
recovery of Customer Data caused by Customer actions.

Response times are objectives only unless otherwise established in a separate written SLA.

Keldan may improve, modify, replace, suspend, or discontinue portions of the Services as part of normal product evolution.

We may also introduce:

new features;
performance improvements;
security enhancements;
infrastructure upgrades;
architectural changes.

Where reasonably possible, Keldan will seek to minimize disruption to Customers.

Certain Services may depend upon infrastructure or services provided by independent third parties.

Examples include:

cloud infrastructure;
payment providers;
internet service providers;
DNS providers;
identity providers;
email providers;
marketplace integrations.

Keldan is not responsible for interruptions, failures, or limitations caused solely by third-party providers outside our reasonable control.

Except as expressly stated in a written agreement, the Services are provided on an "AS IS" and "AS AVAILABLE" basis.

To the maximum extent permitted by applicable law, Keldan disclaims all warranties, whether express, implied, statutory, or otherwise, including implied warranties of:

merchantability;
fitness for a particular purpose;
non-infringement;
uninterrupted availability;
error-free operation;
compatibility with third-party systems.

Keldan does not warrant that:

the Services will always meet every Customer requirement;
operation will be uninterrupted;
defects will never occur;
all vulnerabilities can be prevented;
third-party services will remain continuously available.

Customers are responsible for maintaining appropriate backup procedures for information they consider critical.

Although Keldan maintains operational backup and recovery procedures for its infrastructure, Customers remain responsible for preserving copies of their own business-critical information whenever appropriate.

To the maximum extent permitted by applicable law, Keldan shall not be liable for indirect, incidental, consequential, exemplary, punitive, or special damages arising out of or relating to the use of the Services.

This limitation includes, without limitation:

loss of profits;
loss of revenue;
loss of goodwill;
loss of business opportunities;
business interruption;
loss of anticipated savings;
corruption of data;
loss of reputation.

Even if advised of the possibility of such damages.

Except where prohibited by applicable law, Keldan's total aggregate liability arising from or relating to the Services shall not exceed the total amount paid by the Customer to Keldan for the applicable Services during the twelve (12) months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes liability that cannot legally be limited or excluded under applicable law.

Customers agree to defend, indemnify, and hold harmless Keldan, its affiliates, officers, directors, employees, contractors, and licensors from and against any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys' fees) arising from:

violation of these Terms;
unlawful use of the Services;
Customer Data;
infringement of third-party rights;
violation of applicable laws;
misuse of APIs or infrastructure;
actions of Authorized Users.

Keldan will promptly notify the Customer of any claim subject to indemnification and will reasonably cooperate in its defense.

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond its reasonable control.

Such circumstances may include:

natural disasters;
war;
terrorism;
civil unrest;
labor disputes;
governmental actions;
internet failures;
widespread cyberattacks;
power outages;
failures of telecommunications infrastructure;
pandemics;
other events beyond reasonable control.

The affected party shall use reasonable efforts to mitigate the effects of the force majeure event and resume performance as soon as reasonably practicable.

Keldan may suspend access to all or part of the Services immediately, with or without prior notice, when reasonably necessary to:

protect the security or integrity of the Services;
investigate suspected fraud or abuse;
prevent unauthorized access;
comply with applicable laws or lawful governmental requests;
address violations of these Terms;
protect other customers;
mitigate operational or security risks.

Whenever reasonably practicable, Keldan will provide notice of the suspension and the reason for such action.

Suspension does not relieve the Customer of any payment obligations already incurred.

Either party may terminate the applicable Services in accordance with the applicable subscription, Order, or commercial agreement.

Keldan may terminate or suspend access immediately if:

the Customer materially breaches these Terms;
applicable fees remain unpaid;
fraudulent or unlawful activities are detected;
continued access presents a security risk;
required by applicable law.

Upon termination:

access to the Services may be revoked;
licenses granted under these Terms automatically terminate;
Customer obligations accrued prior to termination remain in effect;
applicable data retention procedures will apply.

Termination does not affect any rights or obligations that accrued prior to the effective termination date.

The following provisions survive termination to the extent applicable:

Intellectual Property;
Confidentiality;
Fees owed prior to termination;
Limitation of Liability;
Indemnification;
Governing Law;
Dispute Resolution;
Miscellaneous provisions.

Customers agree to comply with all applicable export control laws, economic sanctions, and trade regulations applicable to their use of the Services.

Customers may not use the Services in violation of applicable export or sanctions laws.

Keldan reserves the right to restrict or discontinue Services where legally required.

Customers may not assign or transfer their rights or obligations under these Terms without Keldan's prior written consent.

Keldan may assign these Terms as part of:

a merger;
acquisition;
corporate restructuring;
sale of assets;
internal corporate reorganization.

Any permitted successor shall assume the applicable rights and obligations.

Nothing in these Terms creates any partnership, joint venture, employment relationship, agency, fiduciary relationship, or franchise between the parties.

Each party acts solely as an independent contractor.

Failure by either party to enforce any provision of these Terms shall not constitute a waiver of that provision or any other right.

Any waiver must be made expressly in writing.

If any provision of these Terms is determined to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

The invalid provision shall be interpreted or replaced to achieve, as nearly as possible, the original commercial intent while remaining enforceable.

These Terms, together with any applicable:

Order;
Subscription;
Privacy Policy;
Cookie Policy;
Acceptable Use Policy;
Security Policy;
Responsible Disclosure Policy;
Service-specific terms;
Enterprise Agreement;

constitute the entire agreement between the parties regarding the applicable Services.

They supersede all prior oral or written agreements relating to the same subject matter.

These Terms shall be governed by and construed in accordance with the laws applicable to the Keldan entity providing the relevant Services, without regard to conflict of law principles.

Nothing in these Terms limits any mandatory consumer or privacy rights that cannot legally be waived.

Before initiating formal legal proceedings, the parties agree to make reasonable efforts to resolve disputes through good-faith negotiations.

If a dispute cannot be resolved through negotiation, either party may pursue any remedies available under applicable law.

Nothing in this section prevents either party from seeking urgent injunctive or equitable relief where necessary to protect its rights, confidential information, or intellectual property.

Questions regarding these Terms may be directed to:

Keldan Tecnologia Ltda.

Legal Department

Email:

legal@keldan.com.br

Privacy:

privacy@keldan.com.br

Security:

security@keldan.com.br

Website:

https://www.keldan.com.br

These Terms become effective on the date indicated at the beginning of this document and remain in effect until replaced by a newer version.

Customers are encouraged to periodically review the most current version available through the Keldan Legal Center.