Terms of Service

1. Acceptance of these terms

These Terms of Service ("Terms") govern your access to and use of the CELEST DSP website at celestdsp.com, together with any products, downloads, free trials, and services offered through it (collectively, the "Service"). In these Terms, "CELEST DSP", "we", "us", and "our" refer to OPX LTD., an Ontario, Canada corporation operating under the registered business name CELEST DSP, the company that operates the Service. "You" and "your" refer to the person or organization using the Service.

By accessing the Service, creating an account, starting a free trial, or making a purchase, you agree to be bound by these Terms. If you do not agree, please do not use the Service. Your use of the Service is also subject to our Privacy Policy, our EULA, and our Refund Policy, each of which is incorporated into these Terms by reference.

2. Eligibility

You must be at least 18 years old, or the age of majority in your province or country of residence if that is higher to create an account or make a purchase. By using the Service, you confirm that you meet this requirement and that you have the legal capacity to enter into these Terms. If you use the Service on behalf of a company or other organization, you represent that you are authorized to bind that organization to these Terms.

3. Accounts

Some features, including purchases, downloads, and license management, require an account. Accounts are created and managed through our storefront provider, Moonbase.sh. When you register, you agree to provide accurate, current, and complete information and to keep it up to date.

• You are responsible for maintaining the confidentiality of your login credentials.
• You are responsible for all activity that occurs under your account.
• You agree to notify us promptly if you suspect any unauthorized use of your account.

We may suspend or close accounts that we reasonably believe have been used in violation of these Terms.

4. Products and licenses

Our plugins are licensed, not sold. When you purchase a product or start a free trial, you receive a limited license to use the software, and you do not acquire ownership of the software itself. The scope of that license, including what you may and may not do with the software, is set out in our EULA. In the event of any conflict between these Terms and the EULA regarding the use of the software, the EULA controls for software-license matters.

5. Orders, pricing, and payment

Prices are listed on the relevant product pages and are stated in US Dollars (USD), with local currency and any applicable taxes calculated at checkout unless indicated otherwise. Prices may change at any time, but changes will not affect orders we have already accepted.

• You are responsible for any applicable taxes, duties, or similar charges, which may be added at checkout based on your location.
• Payments are processed by third-party providers through our storefront partner, Moonbase.sh. We do not store full payment card details ourselves.
• Your order is an offer to purchase. An order is accepted when we confirm it or make the product available for download, whichever happens first.
• We may refuse, limit, or cancel an order at our discretion, including where we suspect fraud, pricing errors, or a violation of these Terms. If we cancel an order you have already paid for, we will issue a refund for that order.

6. Free trial

We may offer a free trial of one or more plugins so you can evaluate them before purchasing. A trial may be time-limited or feature-limited, and it is provided for personal evaluation. We may change, suspend, or end a free trial at any time, and trial functionality is provided on an "as is" basis without warranty. Continued use beyond the trial period requires a valid purchased license under the EULA.

7. Refunds

Our plugins are digital goods that are delivered electronically and can be downloaded immediately. Because of this, refunds are handled according to our Refund Policy. Please review that policy before purchasing, as it explains when refunds are and are not available. The free trial is offered so that you can evaluate a plugin before you buy it.

8. Acceptable use

When using the Service, you agree not to:

• Copy, resell, sublicense, rent, lease, or otherwise transfer your license except as expressly permitted by the EULA.
• Reverse engineer, decompile, or disassemble the software, except to the limited extent that applicable law expressly permits despite this restriction.
• Circumvent, disable, or interfere with licensing, security, or access-control features.
• Disrupt or interfere with the Service, its servers, or its networks, or attempt to gain unauthorized access to any part of the Service.
• Use the Service in any way that is unlawful, infringing, or harmful to others.

9. Intellectual property

The CELEST DSP name, logos, plugins, audio, designs, website content, and all related intellectual property are owned by CELEST DSP or its licensors and are protected by applicable laws. Except for the limited license granted to you under the EULA, nothing in these Terms transfers any right, title, or interest in our intellectual property to you. You may not use our brand or content without our prior written permission.

10. Third-party services

The Service relies on third-party providers. Our storefront, accounts, checkout, and downloads are powered by Moonbase.sh, and payments are handled by one or more third-party payment processors. Your use of those services is also subject to their own terms and privacy policies. We are not responsible for the acts or omissions of third-party providers, although we choose our partners with care.

11. Disclaimers

The Service and all products are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we disclaim all warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service or any plugin will be uninterrupted, error-free, or compatible with every system or host application. You are responsible for confirming compatibility, and we encourage you to use the free trial for this purpose.

12. Limitation of liability

To the maximum extent permitted by law, CELEST DSP and its officers, employees, and partners will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of data, profits, revenue, or goodwill, arising out of or relating to your use of the Service. To the maximum extent permitted by law, our total liability for any claim relating to the Service will not exceed the total amount you paid to us for the product that gives rise to the claim. Some jurisdictions do not allow certain limitations, so some of these limits may not apply to you.

13. Indemnification

You agree to indemnify and hold harmless CELEST DSP and its officers, employees, and partners from any claims, damages, liabilities, and reasonable expenses (including legal fees) arising out of your misuse of the Service, your violation of these Terms or the EULA, or your violation of any law or the rights of a third party.

14. Changes to the Service and to these Terms

We may modify, suspend, or discontinue any part of the Service at any time, including products and free trials. We may also update these Terms from time to time. When we do, we will revise the "Last updated" date above, and significant changes may be communicated through the Service. Your continued use of the Service after changes take effect means you accept the updated Terms.

15. Termination

You may stop using the Service at any time. We may suspend or terminate your access to the Service or your account if you breach these Terms or the EULA, or where we are required to do so by law. Provisions that by their nature should survive termination, including those on intellectual property, disclaimers, limitation of liability, and indemnification, will survive.

16. Governing law and dispute resolution

These Terms are governed by the laws of Canada, without regard to its conflict-of-laws rules. You agree that any dispute arising out of or relating to these Terms or the Service will be subject to the exclusive jurisdiction of the courts located in Canada, unless mandatory consumer-protection laws in your country of residence grant you the right to bring proceedings elsewhere.

17. Contact

If you have questions about these Terms, please reach out through our Contact page or by email at support@celestdsp.com. Our registered business address is 3219 Yonge St, Suite #354, Toronto, Ontario M4N 2L3, Canada.

This document is an initial draft and is provided for general informational purposes only. It is not legal advice. Before publishing, it should be reviewed and adapted by qualified legal counsel for your jurisdiction and business.