Terms of Service

By accessing or using any services provided by Kaer Labs, Inc. ("Kaer Labs," "we," "us," or "our"), including the Kaer platform, API endpoints, agentic AI tools, and any associated documentation (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" and "your" shall refer to both you individually and the organization.

By accepting these Terms, you also agree to the binding arbitration clause and class action waiver set forth in Section 17. Please read that section carefully, as it affects how disputes between you and Kaer Labs are resolved. Your acceptance of these Terms constitutes valid electronic consent under applicable law.

If you do not agree to these Terms, you must not access or use the Services. We reserve the right to modify these Terms at any time. Continued use of the Services after any modification constitutes acceptance of the revised Terms. We will notify registered users of material changes at least thirty (30) days in advance via email or through the platform.

Throughout these Terms, the following definitions apply:

• "Account" means your registered account on the Kaer Labs platform, including all associated credentials, settings, and usage history.
• "Agent" means an autonomous AI system deployed through the Kaer platform that reasons, plans, and executes tasks on behalf of a user.
• "API" means the application programming interfaces provided by Kaer Labs for programmatic access to the Services, including REST endpoints, SDKs, and webhooks.
• "Billing Cycle" means a calendar month beginning on the first day of each month and ending on the last day of that month.
• "Credits" means the billing units used to measure and charge for consumption of the Services, including compute, inference, API calls, and agent execution time.
• "Downtime" means any period during which the production API endpoints return error rates exceeding five percent (5%) for five (5) or more consecutive minutes, as measured by Kaer Labs' internal monitoring systems.
• "Manual Top-Up" means a discretionary, one-time credit purchase initiated by a user to extend usage beyond the monthly allocation.
• "Output" means any content, code, data, analysis, or results generated by the Services in response to User Content.
• "Scheduled Maintenance" means pre-announced maintenance windows communicated at least forty-eight (48) hours in advance, which are excluded from uptime calculations.
• "Service Hours" means Monday through Friday, 9:00 AM to 10:00 PM (GMT), excluding recognized public holidays.
• "Services" means all Kaer Labs products, features, and tools, including the platform interface, API endpoints, agents, documentation, and any related applications.
• "Team" means an organizational account with multiple users operating under a shared billing arrangement and governed by a Team administrator.
• "User Content" means any data, prompts, files, instructions, or other materials you provide to the Services for processing.

To access the Services, you must create an Account by providing accurate, current, and complete information. You are responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account. You must immediately notify Kaer Labs at [email protected] if you suspect any unauthorized access to your Account or any security breach.

We strongly recommend enabling multi-factor authentication (MFA) on your Account. MFA provides an additional layer of security and significantly reduces the risk of unauthorized access. Accounts with MFA enabled may receive expedited support for security-related inquiries.

Team Accounts. Team administrators are responsible for managing member access, permissions, and usage within their Team. Administrators must ensure that all Team members comply with these Terms and are aware of their obligations. Adding a member to a Team constitutes the administrator's representation that the member is authorized to use the Services under the Team's billing arrangement.

We reserve the right to suspend or terminate Accounts that violate these Terms, exhibit fraudulent activity, or pose a security risk to the platform. Account holders must be at least eighteen (18) years of age, or the age of legal majority in their jurisdiction, whichever is greater.

Kaer Labs provides access to agentic AI capabilities, including but not limited to: autonomous task execution, natural language processing, code generation, data analysis, search, workflow automation, and email automation. All Services are provided through our platform interface and via API endpoints.

API Access. API access is granted to all registered users across all plan tiers. API keys are issued per Account and must not be shared, published, or embedded in client-side code. API access is intended for consistent, on-stream usage and may be used for any lawful purpose, including commercial applications, internal tooling, research, development, and integration with third-party systems.

We reserve the right to impose rate limits, adjust quotas, or restrict API access to maintain platform stability and fair usage across all users. Rate limits vary by plan tier and are documented in our API reference. If you require higher rate limits or custom quotas, contact [email protected] to discuss enterprise arrangements.

Service Availability. We target high availability for all production endpoints but do not guarantee uninterrupted service. Scheduled Maintenance windows will be communicated at least forty-eight (48) hours in advance via email and platform notifications. Emergency maintenance may occur without prior notice when necessary to address critical security vulnerabilities or service-threatening issues.

The Services operate on a credit-based billing model. Credits are consumed based on usage, including inference compute, API calls, agent execution time, and associated resources. Credit consumption rates are documented in the platform dashboard and vary by operation type.

Billing Cycle. The Billing Cycle resets on the first day of each calendar month. Monthly credit allocations are refreshed at the start of each cycle. Unused Credits from the monthly allocation do not roll over to subsequent Billing Cycles. Only Manual Top-Up Credits carry over.

Payment. All fees are charged in US dollars. Prices are exclusive of applicable taxes unless otherwise stated. You are responsible for all taxes in your jurisdiction. We accept major credit cards and direct bank transfers as payment methods.

Failed Payments. If a payment fails, we will notify you and provide a seven (7) day grace period to resolve the issue. If payment is not received within the grace period, access to the Services may be suspended until the outstanding balance is settled.

Plan Changes. Mid-cycle upgrades are prorated for the remainder of the current Billing Cycle. Downgrades take effect at the beginning of the next Billing Cycle. Refunds are issued at the sole discretion of Kaer Labs. Kaer Labs reserves the right to adjust pricing with thirty (30) days' written notice.

You agree to use the Services only for lawful purposes and in accordance with these Terms. You must not:

• Use the Services to generate, distribute, or facilitate illegal content, including but not limited to content that infringes intellectual property rights, promotes violence, or constitutes harassment.
• Attempt to reverse-engineer, decompile, disassemble, or extract source code, model weights, training data, or proprietary algorithms from the Services.
• Use the Services to develop competing AI platforms that substantially replicate Kaer Labs' core functionality without express written permission.
• Circumvent rate limits, authentication mechanisms, or billing controls through automated means, credential sharing, or any other method.
• Deploy Agents that autonomously interact with third-party systems in a manner that violates those systems' terms of service or applicable law.
• Use the Services to generate spam, phishing content, deepfakes, or deceptive communications intended to mislead recipients.
• Share API keys, session tokens, or other authentication credentials with unauthorized parties.
• Use Agents for high-risk autonomous decisions without appropriate human oversight, including but not limited to: medical diagnosis or treatment recommendations, legal judgments or legal advice, financial trading or investment decisions, critical infrastructure control, or any decision that could result in significant harm to individuals. Agents must have a human-in-the-loop for consequential decisions.
• Represent AI-generated Output as human-authored work in regulated filings, professional certifications, academic submissions, or any context where the distinction between human and AI authorship is material.
• Engage in automated bulk scraping, systematic data extraction, or programmatic harvesting of platform content, metadata, or user information beyond normal API usage.

Violation of this policy may result in immediate suspension or termination of your Account without prior notice. We reserve the right to investigate suspected violations and cooperate with law enforcement where required by applicable law.

Kaer Labs IP. The Services, including all software, models, infrastructure, branding, documentation, and proprietary technology, are and remain the exclusive property of Kaer Labs, Inc. "Kaer"™, "Kaer Labs"™, the Kaer logo, and all related names, marks, designs, and trade dress are trademarks or registered trademarks of Kaer Labs, Inc. You may not use our trademarks without prior written consent, except as necessary to reasonably identify the Services in connection with your permitted use (for example, "Built with Kaer Labs" attribution).

Your Content. You retain full ownership of all User Content you provide to the Services. By submitting User Content, you grant Kaer Labs a non-exclusive, worldwide, royalty-free license to process, store, and transmit that content solely for the purpose of providing the Services to you. This license terminates when you delete your User Content or close your Account, subject to reasonable backup retention periods.

Output. Subject to these Terms, you own the Output generated by the Services from your User Content. Kaer Labs does not claim ownership of AI-generated Outputs produced for you. However, due to the probabilistic nature of AI systems, similar or identical Outputs may be independently generated for other users from different inputs.

Feedback. If you provide Kaer Labs with suggestions, ideas, enhancement requests, feature proposals, or other feedback regarding the Services ("Feedback"), you grant Kaer Labs an unrestricted, irrevocable, perpetual, royalty-free license to use, modify, and incorporate that Feedback into the Services without obligation or compensation to you.

Open Source. Certain components of the Services may incorporate open-source software governed by their respective licenses. A list of open-source components and their applicable licenses is available upon request by contacting [email protected]. Nothing in these Terms limits your rights under applicable open-source licenses.

Kaer Labs takes the security of your data seriously. We implement industry-standard encryption (TLS 1.3 in transit, AES-256 at rest), access controls, regular security audits, and continuous monitoring to protect the confidentiality, integrity, and availability of your data. For full details on how we collect, use, and protect your information, please refer to our Privacy Policy.

Data Residency. User Content is processed and stored in data centers located in the United States. If you require specific data residency arrangements, contact us to discuss enterprise options.

Model Training Commitment. Kaer Labs does not use your User Content or Outputs to train, fine-tune, or improve our AI models. This is a core commitment. If we offer an optional research or improvement program, participation will be strictly opt-in and require your explicit written consent.

Enterprise DPA. Enterprise customers may request a Data Processing Addendum (DPA) that provides additional contractual protections for personal data processed through the Services. Contact [email protected] for DPA requests.

You acknowledge that AI-generated Outputs are probabilistic and may contain errors, inaccuracies, biases, or omissions. Kaer Labs does not guarantee the accuracy, completeness, or suitability of any Output for a particular purpose. You are responsible for reviewing and validating all Outputs before relying on them in production or decision-making contexts.

Kaer Labs provides customer support during the following hours:

Kaer Labs endeavors to maintain a monthly uptime of 99.5% for production API endpoints, measured as the percentage of total minutes in a calendar month during which the API is operational and accepting requests.

Downtime is defined as any period during which production API endpoints return error rates exceeding 5% for five (5) or more consecutive minutes, as measured by our internal monitoring systems. Degraded service (elevated latency without elevated error rates) is not classified as Downtime for SLA purposes.

Scheduled Maintenance windows, communicated at least forty-eight (48) hours in advance, are excluded from uptime calculations. In the event of extended unplanned Downtime exceeding four (4) cumulative hours in a calendar month, affected users may request credit adjustments by contacting support. Credits will be applied at Kaer Labs' discretion and are limited to the monthly cap applicable to the affected Account.

Exclusions. The following are excluded from SLA calculations: Force Majeure events (Section 18), user-side connectivity or configuration issues, abuse or misuse of the Services, third-party service failures beyond Kaer Labs' control, and periods during which your Account is suspended for Terms violations.

Kaer Labs may from time to time offer beta, preview, early access, or experimental features ("Beta Features"). Beta Features are provided "as is" and "as available" without any warranty or SLA coverage. They may be incomplete, contain bugs, or undergo significant changes before general availability.

Beta Features may be modified, suspended, or discontinued at any time without prior notice. Data created or processed through Beta Features may not be preserved upon feature discontinuation. We recommend against using Beta Features for production workloads unless explicitly stated otherwise in the feature documentation.

By using Beta Features, you acknowledge these limitations and agree that Kaer Labs shall have no liability arising from your use of or reliance on Beta Features. Any feedback you provide regarding Beta Features is subject to the Feedback provisions in Section 7.

The Services may enable Agents and other platform features to interact with third-party applications, services, APIs, and systems on your behalf ("Third-Party Integrations"). These integrations allow you to extend the capabilities of the platform and connect your workflows with external tools.

Your Responsibility. You are solely responsible for ensuring that your use of Third-Party Integrations complies with the applicable third-party terms of service, privacy policies, and any other relevant agreements. Before directing an Agent to access or interact with any external system, you must ensure that you have proper authorization to do so and that such access does not violate the rights of any third party.

Limitation of Liability. Kaer Labs is not responsible or liable for the availability, performance, security, or data handling practices of any third-party service. We do not endorse, warrant, or guarantee any third-party product or service that integrates with the platform.

Data Treatment. Any third-party data that is processed through the Services in connection with a Third-Party Integration is treated as User Content and is subject to the data handling provisions of these Terms and our Privacy Policy.

Termination by You. You may terminate your Account at any time through the platform settings or by contacting [email protected]. Upon termination, your access to the Services will cease immediately and all active Agents will be deactivated.

Credits on Termination. Any unused Credits from monthly allocations are forfeited upon Account termination. Manual Top-Up Credits that have not been consumed are non-refundable.

Termination by Kaer Labs. Kaer Labs may suspend or terminate your Account immediately, without prior notice, if we determine in our sole discretion that you have violated these Terms, engaged in fraudulent activity, or posed a risk to the security, integrity, or availability of the platform or other users.

Post-Termination Data. Following termination, Kaer Labs will retain your User Content for a period of thirty (30) days to allow you to export your data via the platform interface or API. After this thirty-day retention period, all User Content and associated data will be permanently deleted from our active systems. Backup copies may be retained for up to ninety (90) days for disaster recovery purposes, after which they will also be permanently deleted.

Surviving Provisions. The following sections shall survive termination or expiration of your Account: Intellectual Property and Trademarks (Section 7), Limitation of Liability (Section 14), Indemnification (Section 15), Export Compliance (Section 16), Governing Law and Disputes (Section 17), and any other provisions that by their nature are intended to survive.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KAER LABS, INC., ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, YOUR USE OF OR INABILITY TO USE THE SERVICES, OR ANY CONTENT OR OUTPUT GENERATED BY THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF KAER LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

KAER LABS' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT YOU HAVE PAID TO KAER LABS IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IF YOU HAVE NOT MADE ANY PAYMENTS TO KAER LABS, OUR AGGREGATE LIABILITY SHALL NOT EXCEED FIFTY UNITED STATES DOLLARS ($50.00 USD).

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. KAER LABS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

AI OUTPUT DISCLAIMER. KAER LABS DOES NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY, OR FITNESS FOR PURPOSE OF ANY AI-GENERATED OUTPUT. AI OUTPUTS ARE PROBABILISTIC AND MAY CONTAIN ERRORS, INACCURACIES, BIASES, HALLUCINATIONS, OR OMISSIONS. YOU ASSUME FULL RESPONSIBILITY FOR ANY DECISIONS, ACTIONS, OR RELIANCE BASED ON OUTPUTS GENERATED BY THE SERVICES. KAER LABS SHALL HAVE NO LIABILITY FOR ANY HARM, LOSS, OR DAMAGE RESULTING FROM YOUR USE OF OR RELIANCE ON AI-GENERATED OUTPUTS.

You agree to indemnify, defend, and hold harmless Kaer Labs, Inc., its affiliates, officers, directors, employees, contractors, and agents (collectively, the "Kaer Labs Parties") from and against any and all claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and legal costs) arising out of or in connection with:

• Your access to or use of the Services, including any actions taken by Agents deployed under your Account;
• Your violation or breach of any provision of these Terms, including the Acceptable Use Policy;
• Your User Content, including any claims that your User Content infringes, misappropriates, or violates the intellectual property or other rights of any third party;
• Your violation of any applicable law, regulation, or third-party rights in connection with your use of the Services;
• Output generated from your User Content that is used in a manner that causes harm, loss, or damage to any third party.

Kaer Labs reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate fully with Kaer Labs in the defense of any such claim. This indemnification obligation shall survive the termination or expiration of these Terms.

The Services and related technology are subject to United States export control laws and regulations, including the Export Administration Regulations (EAR) administered by the U.S. Department of Commerce, Bureau of Industry and Security, and the International Traffic in Arms Regulations (ITAR) administered by the U.S. Department of State, Directorate of Defense Trade Controls.

You represent and warrant that: (a) you are not located in, a national or resident of, or ordinarily resident in any country or territory that is subject to a comprehensive U.S. embargo or sanctions program (currently including Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine); (b) you are not identified on any U.S. government restricted party list, including the Specially Designated Nationals and Blocked Persons List (SDN List), the Entity List, the Denied Persons List, or any other applicable sanctions or export control list; and (c) you will not use the Services to develop, produce, stockpile, or otherwise support the proliferation of weapons of mass destruction, nuclear materials, missile technology, or any other export-controlled end use.

You agree not to access or use the Services from any embargoed country or territory, and not to export, re-export, or transfer the Services or any related technical data to any person or entity in violation of applicable export control laws. Kaer Labs reserves the right to restrict or terminate access to the Services where required to comply with applicable export control or sanctions obligations.

Governing Law. These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles or rules that would cause the application of the laws of any other jurisdiction.

Binding Arbitration. Except as otherwise provided herein, any dispute, controversy, or claim arising out of or relating to these Terms, including the formation, interpretation, breach, or termination thereof, shall be finally resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules and Mediation Procedures in effect at the time the arbitration is commenced.

Informal Negotiation First. Before initiating arbitration, both parties agree to attempt in good faith to resolve any dispute through informal negotiation for a period of at least thirty (30) days. The negotiation period commences upon written notice from the complaining party describing the nature of the dispute and the relief sought. If the dispute is not resolved within this period, either party may proceed to arbitration.

Class Action Waiver. YOU AND KAER LABS AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, REPRESENTATIVE, OR COLLECTIVE ACTION OR PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.

Small Claims Exception. Notwithstanding the foregoing, either party may bring an individual action in small claims court for disputes that are within the court's jurisdictional limits, provided that the action is not brought or maintained as a class action.

Injunctive Relief. Nothing in these Terms shall prevent Kaer Labs from seeking injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, confidential information, or to address violations that pose an imminent threat to the security or integrity of the Services.

The arbitration shall be conducted in the English language. The decision of the arbitrator shall be final, binding, and enforceable in any court of competent jurisdiction.

Neither party shall be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay results from circumstances beyond the affected party's reasonable control ("Force Majeure Event").

Force Majeure Events include, but are not limited to: natural disasters (earthquakes, floods, hurricanes, wildfires), pandemics or epidemics, acts of war or armed conflict, terrorism or civil unrest, government actions or regulations (including sanctions, embargoes, and trade restrictions), widespread internet or telecommunications outages, utility failures (power, water, gas), cyberattacks or distributed denial-of-service attacks, and acts of God.

The affected party must promptly notify the other party in writing of the Force Majeure Event and its expected duration, and must use commercially reasonable efforts to mitigate the impact and resume performance as soon as practicable.

If a Force Majeure Event continues for a period exceeding ninety (90) consecutive days, either party may terminate these Terms upon thirty (30) days' written notice to the other party, without liability for such termination. Any prepaid fees for Services not rendered during the Force Majeure Event shall be credited or refunded on a pro-rata basis.

Notices to Kaer Labs. All legal notices, requests, and formal communications to Kaer Labs must be sent via email to [email protected]. Notices sent by email are deemed delivered upon confirmed receipt or, if no delivery confirmation is available, twenty-four (24) hours after sending.

Notices to You. Kaer Labs may provide notices to you through any of the following methods: (a) email to the address associated with your Account; (b) in-platform notification through the Kaer Labs dashboard; or (c) posting on the Kaer Labs website. You are responsible for maintaining a current and valid email address in your Account settings.

Effective Date of Notices. Notices are deemed effective upon delivery for email communications, upon display for in-platform notifications, and upon posting for website announcements. It is your responsibility to regularly review communications and notifications from Kaer Labs.

Kaer Labs reserves the right to update, modify, or replace these Terms at any time at our sole discretion. When we make material changes, we will provide at least thirty (30) days' notice before the changes take effect. Notice will be delivered via email to the address associated with your Account or through a prominent notice on the platform.

Non-material changes, such as typographical corrections or clarifications that do not alter the substance of the Terms, may be made without prior notice. The "Last updated" date at the top of these Terms will always reflect the date of the most recent revision.

Your continued use of the Services after the effective date of any modification constitutes your acceptance of the modified Terms. If you do not agree with the modified Terms, you must stop using the Services and terminate your Account before the changes take effect.

Severability. If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

Entire Agreement. These Terms, together with the Privacy Policy and any additional terms, policies, or agreements referenced herein, constitute the entire agreement between you and Kaer Labs with respect to the Services. These Terms supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

Assignment. You may not assign, transfer, or delegate your rights or obligations under these Terms without the prior written consent of Kaer Labs. Any attempted assignment in violation of this provision is void. Kaer Labs may freely assign or transfer these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets, without your consent.

Waiver. No failure or delay by Kaer Labs in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right, power, or remedy. No single or partial exercise of any right shall preclude any other or further exercise thereof.

If you have any questions, concerns, or requests regarding these Terms of Service, please contact us using the information below: