Terms and Conditions

Effective date: 21st September, 2026

These Terms and Conditions (the "Terms") govern your access to and use of Axonplane, a multi-tenant business operations platform operated by DHSDany, a sole proprietor trading as Axonplane, holding National Tax Number [IN PROGRESS], with a principal place of business at Karachi, Pakistan ("we", "us", "our").

By creating an account, accessing a Workspace, or otherwise using the Service, you agree to these Terms. If you are entering into these Terms on behalf of an organisation, you confirm that you have authority to bind that organisation, and "you" refers to that organisation.

If you do not agree to these Terms, do not use the Service.

1. Definitions

2. The Service

We provide the Service on a subscription basis. The features available to a Workspace depend on its Plan.

We may modify, add to, or discontinue features of the Service. Where a change materially reduces the core functionality of a Plan you are paying for, we will give you at least 30 days' notice by email or in-product, and you may terminate under clause 15.3.

The Service is offered to organisations and their personnel. It is not intended for consumers, and it is not intended for individuals under the age of 16.

3. Accounts and Workspaces

3.1 Registration. You must provide accurate registration information and keep it current. Accounts are personal to the individual they are issued to and must not be shared.

3.2 Workspace control. A Workspace is controlled by its Administrators. An Administrator can add and remove Authorised Users, change Plans, access and export Customer Data within that Workspace, and delete the Workspace. If you join a Workspace created by an organisation, that organisation controls your access and its Administrators may be able to see content you submit.

3.3 Credentials. You are responsible for safeguarding account credentials and API keys issued to you, and for all activity conducted through them. You must notify us promptly at [CONFIRM security contact address] if you suspect any unauthorised access.

3.4 Responsibility for Authorised Users. You are responsible for your Authorised Users' compliance with these Terms, and for any act or omission by them that would breach these Terms if it were yours.

4. Acceptable use

You must not, and must not permit anyone else to:

• use the Service in breach of any applicable law or regulation;
• upload or transmit material that is unlawful, infringing, defamatory, or that contains malicious code;
• send unsolicited bulk messages, or use the marketing features of the Service in breach of applicable electronic-marketing or anti-spam law;
• attempt to gain unauthorised access to the Service, to another Workspace, or to any system or network connected to it;
• probe, scan or test the vulnerability of the Service except under a written authorisation from us;
• reverse engineer, decompile, or attempt to derive the source code of the Service, except to the extent that restriction is prohibited by law;
• resell, sublicense, or provide the Service to a third party as a service bureau, except as expressly permitted by your Order;
• use the Service to build a competing product, or to benchmark it for public release without our prior written consent;
• circumvent usage limits, rate limits, or Plan entitlements; or
• use automated means to access the Service other than through our documented APIs and within their published limits.

We may investigate suspected breaches of this clause and may suspend access under clause 15.2.

5. Customer Data

5.1 Ownership. As between you and us, you retain all right, title and interest in Customer Data. We claim no ownership of it.

5.2 Licence to us. You grant us a non-exclusive, worldwide licence to host, store, copy, transmit, display and process Customer Data solely to the extent necessary to provide, secure and support the Service for you, and as otherwise required by law.

5.3 Your warranties. You warrant that you have all rights, consents and lawful bases necessary for Customer Data to be processed through the Service, including in respect of personal data relating to your personnel, customers and contacts.

5.4 Data protection. Axonplane is built to hold HR records — payroll, benefits, performance reviews, identity documents and recruitment files. Where we process personal data held in your Workspace, we do so as a processor acting on your documented instructions, and you are the controller. Our processing is described in our Privacy Policy.

We are established in Pakistan and the Service is hosted in Finland. If you are subject to the UK or EU GDPR, note that Pakistan is not the subject of an adequacy decision, so our access to your Workspace from Pakistan is a restricted transfer requiring appropriate safeguards. [CONFIRM the transfer mechanism — Standard Contractual Clauses and a transfer impact assessment for the EU, the International Data Transfer Addendum for the UK — and whether a separate Data Processing Addendum is offered to customers who require one.]

5.5 Data you must not submit. Do not submit payment card numbers to the Service. Card details are handled by our payment provider's processor and never reach Axonplane, so a card number entered into a task or a note is stored somewhere it does not belong.

Do not submit data subject to a sector-specific regime we have not agreed to in writing — for example health records governed by HIPAA, or cardholder data in scope of PCI-DSS. Ordinary HR records, including those containing special category personal data, are within the intended use of the Service, provided you have a lawful basis for holding them.

5.6 Security. Passwords are hashed. Traffic is encrypted in transit. Credentials stored for third-party integrations are encrypted at rest. Access is controlled by role, and every record is confined to its own Workspace at the database level. Multi-factor authentication is available and can be required. No method of transmission or storage is completely secure, and we do not warrant that the Service will be free from unauthorised access.

5.7 Export and deletion. While your subscription is active, Administrators can export Customer Data through the Service. Following termination, clause 15.4 applies.

5.8 Aggregated data. We may generate anonymised and aggregated statistics about use of the Service, and may use them to operate and improve it. Such statistics will not identify you, your Authorised Users, or any individual.

6. Third-party services

The Service can be connected to Slack, Microsoft Teams and Jira, and can be signed into with Google or GitHub. Those products are not ours, are governed by their own terms, and are used at your own risk. We are not responsible for the availability, security or content of any third-party product, and enabling an integration may cause Customer Data to be transferred to it at your direction.

AI features are off unless a Workspace enables them. Where they are enabled, the text submitted to the feature is sent to our AI provider for processing.

7. Fees and billing

7.1 Fees. You will pay the fees for the Plan stated at checkout or in your Order. Fees are stated exclusive of taxes unless expressly stated otherwise.

7.2 Payment processing. Subscriptions are billed through Polar, which acts as merchant of record. Your use of Polar's checkout and customer portal is subject to its own terms, and card details are handled by Polar's processor rather than by us.

7.3 Renewal. Subscriptions renew automatically at the end of each billing period at the then-current price for the Plan, unless cancelled before the period ends.

7.4 Cancellation. You may cancel at any time. Cancellation takes effect at the end of the current billing period: your Plan remains active, and you retain access to it, until that date. Cancelling does not entitle you to a refund of fees already paid for the current period.

7.5 Price changes. We may change our prices. A change applies to a Workspace from its next renewal, and we will give notice at least 30 days before that renewal. Existing subscribers are not repriced mid-period, and a price is never changed for a subscription already running.

7.6 Failed payment. If a renewal payment fails, we may retry it and will notify you. Access continues while the payment is recoverable from the customer portal. We may suspend or downgrade the Workspace if payment remains outstanding after 14 days.

7.7 Taxes. You are responsible for all taxes associated with your purchase, other than taxes on our income. If you are required to withhold any tax, you will gross up the payment so that we receive the amount we would have received had no withholding applied.

7.8 Refunds. Except where required by law, fees are non-refundable. Polar acts as merchant of record and may operate its own refund policy, which applies in addition to this clause. [CONFIRM whether Axonplane offers a money-back period of its own.]

7.9 Trials and free plans. We may offer trials or free tiers. They are provided as-is, may be changed or withdrawn at any time, and the disclaimers in clause 12 and the liability cap in clause 13 apply to them in full.

8. Intellectual property

The Service, and all software, documentation, design and content within it other than Customer Data, are owned by us or our licensors and are protected by intellectual property law. Subject to these Terms and payment of applicable fees, we grant you a non-exclusive, non-transferable, revocable right to access and use the Service during your subscription term, for your internal business purposes.

No rights are granted other than those expressly stated. Our names, logos and brand features may not be used without our prior written consent.

9. Feedback

If you send us suggestions, ideas or feedback about the Service, we may use them without restriction and without obligation to you. Feedback is given voluntarily, and you should not send us anything you consider confidential.

10. Confidentiality

Each party may receive non-public information of the other that is marked confidential or that a reasonable person would understand to be confidential. The receiving party will protect it with at least reasonable care, use it only to perform under these Terms, and disclose it only to personnel and advisers who need it and are bound by comparable obligations. These duties do not apply to information that is or becomes public through no fault of the recipient, was already lawfully held, or is independently developed. A party may disclose confidential information where required by law, giving prior notice where it is lawfully able to do so.

11. Availability and support

We aim to keep the Service available, but we do not guarantee uninterrupted access. We may carry out planned maintenance, and will give advance notice of maintenance we expect to be disruptive where reasonably practicable.

Support is provided through the in-product support desk. We do not currently commit to a service level or a response time, and no service-level commitment applies unless it is stated in a written agreement signed by us.

12. Warranties and disclaimers

We warrant that we will provide the Service with reasonable skill and care.

Except as expressly stated in these Terms, and to the maximum extent permitted by law, the Service is provided "as is" and "as available", and we disclaim all other warranties, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be error-free, that defects will be corrected, or that it will meet your requirements.

Nothing in these Terms excludes or limits any warranty or right that cannot be excluded or limited under applicable law.

13. Limitation of liability

13.1 Uncapped matters. Nothing in these Terms limits either party's liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited by law. Your obligation to pay fees due is likewise not limited.

13.2 Excluded loss. Subject to clause 13.1, neither party is liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business or goodwill, or for any indirect or consequential loss, however arising.

13.3 Cap. Subject to clause 13.1, each party's total aggregate liability arising out of or in connection with these Terms will not exceed the greater of (a) the total fees paid or payable by you for the Service in the twelve (12) months immediately preceding the event giving rise to the claim, and (b) USD 100.

13.4 Your own copies. You are responsible for maintaining your own copies of Customer Data that matters to you, and the Service provides export for that purpose. Our liability for loss of or damage to Customer Data is subject to the cap in clause 13.3.

14. Indemnity

You will indemnify us against any third-party claim, and any resulting loss, damage, cost or expense (including reasonable legal fees), arising from Customer Data, from your use of the Service in breach of these Terms, or from your breach of applicable law.

We will defend you against any third-party claim that the Service, used in accordance with these Terms, infringes that third party's intellectual property rights, provided you notify us promptly, give us control of the defence, and give us reasonable assistance. This does not apply to claims arising from Customer Data, from modification of the Service by anyone other than us, or from use of the Service in combination with anything we did not supply.

15. Suspension and termination

15.1 Termination for convenience. You may terminate at any time by cancelling your subscription and, if you wish, deleting your Workspace. We may terminate a free or trial Workspace at any time on reasonable notice.

15.2 Suspension. We may suspend access to the Service, in whole or in part and without prior notice where the situation requires it, if we reasonably believe that continued access presents a security risk, that you are in material breach of clause 4, or that suspension is required by law. We will restore access once the cause is resolved.

15.3 Termination for cause. Either party may terminate these Terms on written notice if the other commits a material breach that is not remedied within thirty (30) days of written notice, or if the other becomes insolvent or enters an equivalent process.

15.4 Effect of termination. On termination, your right to access the Service ends. A deleted Workspace is recoverable for thirty (30) days, during which Customer Data can still be exported; after that period it is deleted. Clauses that by their nature should survive termination will do so, including clauses 5.1, 8, 9, 10, 12, 13, 14 and 17.

16. Changes to these Terms

We may update these Terms. If a change is material, we will give notice by email and in-product at least 30 days before it takes effect. Continued use of the Service after a change takes effect constitutes acceptance of the updated Terms. If you do not accept a material change, you may terminate under clause 15.1 before it takes effect.

The current version of these Terms is always available at axonplane.com/terms.

17. Governing law and disputes

These Terms, and any dispute arising out of or in connection with them, are governed by the laws of the Islamic Republic of Pakistan, without regard to its conflict of laws rules.

The courts of Karachi, Sindh have exclusive jurisdiction, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

[CONFIRM whether a Pakistani venue is workable for the customers you intend to sell to. An EU or UK business buying software will often refuse a clause requiring it to litigate in Karachi, and this is the clause most likely to be negotiated.]

18. General

18.1 Entire agreement. These Terms, together with any Order and any document expressly incorporated by reference, form the entire agreement between us and supersede all prior discussions. Neither party relies on any statement not set out in them.

18.2 Order of precedence. If there is a conflict, a signed written agreement prevails over an Order, and an Order prevails over these Terms.

18.3 Assignment. You may not assign or transfer these Terms without our prior written consent, except to a successor of all or substantially all of your business. We may assign these Terms in connection with a transfer of the Axonplane business, including on its incorporation as a company.

18.4 Subcontractors. We use subcontractors and sub-processors to provide the Service, listed in our Privacy Policy, and remain responsible for their performance.

18.5 Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, or severed, and the remainder will continue in force.

18.6 Waiver. A failure to enforce a provision is not a waiver of the right to enforce it later.

18.7 Force majeure. Neither party is liable for a failure to perform caused by an event beyond its reasonable control, other than an obligation to pay.

18.8 Notices. Notices to you may be sent to the email address on your account or shown in-product. Notices to us must be sent to [CONFIRM legal notices address].

18.9 No partnership. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship.

18.10 Third parties. No one other than the parties has any right to enforce these Terms.

19. Contact

Questions about these Terms can be sent to [CONFIRM legal contact address].