KEBS Terms of Service

BY ACCEPTING THIS AGREEMENT OR ACCESSING OR USING THE SERVICE, YOU ARE AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.

IF YOU ARE USING ANY SERVICE AS AN EMPLOYEE, AGENT, OR CONTRACTOR OF A CORPORATION, PARTNERSHIP, OR SIMILAR ENTITY, THEN YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO SIGN FOR AND BIND SUCH ENTITY IN ORDER TO ACCEPT THE TERMS OF THIS AGREEMENT. THE RIGHTS GRANTED UNDER THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON ACCEPTANCE BY SUCH AUTHORIZED PERSONNEL.

Modifications to this Agreement: KEBS may modify this Agreement from time to time. Changes become effective upon renewal of the current subscription term or entry into a new service order form. Reasonable efforts will be made to notify customers of the changes.

The “Effective Date” of this Agreement is the earlier of 1. Customer’s initial access to any Service through online provisioning or 2. the effective date of the first Service Order Form referencing this Agreement.

This Agreement governs the customer’s initial purchase on the Effective Date and any future purchases referencing this Agreement.

These Terms of Service are entered into between KEBS, an independent division of Kaar Technologies Pvt. Ltd. (referred to as “KEBS” or “Provider”) and the customer placing an order for or accessing the Service (referred to as “Customer” or “you”). By agreeing to these terms, both parties agree to the following:

These Terms are applicable during Your free trial and during Your subscription to the Service(s) through a Service Plan of Your choice.

Using Our Service(s): Subject to your compliance with the terms and solely during the subscription term, the customer has the limited, non-exclusive, and revocable right to access and use the Service(s) for your internal business purposes. You shall be responsible for use of the Service(s) through the customer Account by any third parties. The customer may subscribe to one or more of the Service(s). They may be subject to separate and distinct Service Plans.

Using our APIs: Where applicable, our APIs must be used according to the API Policies We implement in this regard.

Customer Account: To place orders, access, or receive the services, you may need to register for an account. It is your responsibility to maintain accurate and up-to-date account information. KEBS will send important notices, statements, and information via email or through your account. You are responsible for keeping your login information and credentials confidential. If you become aware of any unauthorized access or disclosure of your login information, you must promptly notify KEBS.

Use Restrictions: The following use restrictions apply to the KEBS technology and services:

1. The customer is not allowed to license, sell, rent, transfer, or distribute the services to any third party, except for users and end-users within their organization for internal business purposes.
2. The customer may not use the services to process data on behalf of any third party other than their authorized users and end-customers.
3. Modifying, hacking, or attempting to gain unauthorized access to the services or related systems is prohibited.
4. The customer must not falsely imply any sponsorship or association with KEBS.
5. Unlawful use, including violation of privacy rights, is strictly prohibited.
6. Sending unsolicited communications, spam, or engaging in any form of illegal or discriminatory behavior is not allowed.
7. The customer must not store or transmit any content that infringes upon intellectual property rights.
8. Any activity that interferes with the integrity or performance of the services is prohibited.
9. Reverse engineering, copying, or accessing the source code of the service software is not allowed.
10. Posting or storing unlawful, hateful, abusive, or harmful content is prohibited.
11. Transmitting or storing viruses, malware, or other harmful software is strictly prohibited.
12. Establishing misleading associations with KEBS is not permitted.
13. Using the services for cookie tracking, ad exchanges, data brokerages, or any illegal electronic communications is prohibited.
14. Violating these terms or using the services for unauthorized purposes is strictly prohibited.

The customer is responsible for any loss of data or unauthorized access or use of the services through their account. If KEBS notifies the customer of any prohibited activities or purposes, they must immediately cease such use of the services.

By accepting these terms, the customer agrees to fulfill their responsibilities and abide by the specified use restrictions to ensure the proper and lawful use of the KEBS services.

The customer may experience temporary unavailability or limited access to the Service(s) under the following circumstances:

(a) Planned Downtime: KEBS may schedule downtime for upgrades and maintenance to the Service(s). Reasonable efforts will be made to notify the customer in advance through the Service(s) about Planned Downtime.

(b) Unavailability Beyond Our Control: In certain situations beyond our reasonable control, such as acts of God, acts of government, acts of terror or civil unrest, technical failures beyond our control (including internet unavailability), or acts undertaken by third parties (including distributed denial of service attacks), the Service(s) may be temporarily unavailable.

KEBS will make commercially reasonable efforts to schedule Planned Downtime during weekends in the Pacific Time zone and other off-peak hours to minimize the impact on customer access and usage. However, there may be instances where unavailability occurs without prior notice due to circumstances beyond our control.

We strive to provide a reliable and accessible service, but it’s important to understand that certain factors may occasionally impact the availability of the Service(s).

KEBS Service(s):

We may periodically update the KEBS Service(s) and notify the customer of any upgrades, enhancements, or updates (“Updates”). These Updates may include new features, modifications, or enhancements to improve the functionality and performance of the KEBS Service(s). By accepting these Terms, the customer acknowledges that any such Updates will be subject to these Terms, and we reserve the right to deploy Updates at our discretion.

KEBS Websites:

We reserve the right to make changes to the content on KEBS Websites at any time. However, it’s important to note that certain content on the Websites may become outdated, and we are not obligated to update it. This section specifically pertains to the Websites and does not include the KEBS Service(s). We may discontinue or modify any part of the Websites without prior notification. The KEBS Websites may contain links to third-party websites, content, and resources (“Third-Party Links”). These Third-Party Links are governed by their own terms and privacy policies, and the customer agrees that we have no control over these Third-Party Links and are not responsible for the customer’s access or use of such links.

Ownership of Intellectual Property Rights (IPR):

Except for the rights granted to the customer under Section 1, all Intellectual Property Rights, including patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how, and any other intellectual property and proprietary rights related to the Service(s) and Websites, shall exclusively belong to us. We retain ownership of all Intellectual Property Rights unless otherwise specified. We or our licensors are the owners or licensees of all Intellectual Property Rights in our Websites, as well as the content and materials published on them. These works are protected by copyright laws and international treaties. The customer is prohibited from using any part of the content on our Websites for commercial purposes without obtaining a license from us or our licensors. Additionally, we do not claim any intellectual property rights over the content uploaded or provided by the customer to the Service(s).

Grant of License to Us:

We are granted a royalty-free, worldwide, transferable, sub-licensable, irrevocable, and perpetual license to incorporate any suggestions, enhancement requests, recommendations, or other feedback received from the customer into the Service(s) or Websites, or to use them in any other way deemed appropriate.

Grant of License to the Customer:

The customer is granted a limited, non-exclusive license to use our product and service names and logos solely for the purpose of identifying themselves as users of the subscribed Service(s).

Reservation of Rights:

All rights not expressly granted to the customer in these terms are reserved. We reserve the right to exercise any and all rights related to the Service(s), Websites, and Intellectual Property Rights that are not specifically granted to the customer.

In addition to the KEBS Service(s), we offer certain other services called “Other Services” that are available to the customer through the Market Place or other platforms where applications are developed for integration with our Service(s). These Other Services may include integrations, apps, and custom apps that can be enabled and integrated into our Service(s) at the customer’s discretion. It is important to note that these Other Services are governed by their own terms and privacy policies, and the customer agrees that we are not responsible for their use.

By enabling and using the Other Services, the customer acknowledges and understands that we do not provide any warranties for these services, and we are not liable for any damage or loss that may arise from their enablement, access, or use. The customer also acknowledges that their reliance on the privacy practices, data security processes, or other policies of these Other Services is their own responsibility.

It is important to note that we do not provide technical support for the Other Services, and we are not responsible for the data hosting and data transfer practices of the providers of these services. Any comments, queries, complaints, or feedback regarding the Other Services should be directed to the respective developers or publishers as specified in the Market Place or other relevant forums.

The customer is responsible for reviewing and complying with the terms and privacy policies of the Other Services before enabling and integrating them into the Our Service(s).

Subscription Charges:

Unless otherwise specified in the Supplementary terms, except during Your free trial, all charges associated with Your Account (“Subscription Charges”) are due in full and payable in advance when You subscribe to the Service(s). Unless specified otherwise in a Form, the Subscription Charges are based on the Service Plans You choose and are payable in full until You terminate Your Account in accordance with Section 8. You will receive a receipt upon each receipt of payment by Us. You may also obtain a payment receipt from within the Service(s).

Payment methods:

You may pay the Subscription Charges through Your credit card or another accepted payment method as specified in a Form. For credit card payments, Your payment is due immediately upon Your receipt of Our invoice. You hereby authorize Us or Our authorized agents, as applicable, to bill Your credit card upon Your subscription to the Service(s) (and any renewal thereof). For payments through other accepted methods, Your payment is due within thirty (30) days of Our invoice date unless otherwise stated in a Form.

Renewal:

Your subscription to the Service(s) will renew automatically for a Subscription Term equivalent in length to the then expiring Subscription Term. Unless otherwise provided for in any Form, the Subscription Charges applicable to Your subscription to the Service(s) for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan to which You have subscribed as of the time such subsequent Subscription Term commences. You acknowledge and agree that, unless You terminate Your Account in accordance with Section 8, Your credit card will be charged automatically for the applicable Subscription Charges.

We may use a third-party service provider to manage credit card and other payment processing; provided that such service provider is not permitted to store, retain, or use Your payment account information except to process Your credit card and other payment information for Us. You must notify Us of any change in Your credit card or other payment account information, either by updating Your Account or by emailing Us at info@kebs.com.

Refunds:

Unless otherwise specified in these Terms or a Form or a Service Plan, all Subscription Charges are nonrefundable. No refunds shall be issued for partial use or non-use of the Service(s) by You.

Late Payments/Non-payment of Subscription Charges:

We will notify You if We do not receive payment towards the Subscription Charges within the due date for Your Account. For payments made through credit cards, We must receive payments due within a maximum of five (5) days from the date of Our notice, and for payments through other accepted methods, We must receive payments within a maximum of fifteen (15) days from the date of Our notice. If We do not receive a payment within the foregoing time period, in addition to Our right to other remedies available under the law, We may (i) charge interest for late payment at 1.5% per month and/or; (ii) suspend Your access to and use of the Service(s) until We receive Your payment towards the Subscription Charges as specified herein and/or; (iii) terminate Your Account in accordance with Section 8.2.

Upgrades and Downgrades:

You may upgrade or downgrade within a Service Plan or between two Service Plans. You understand that downgrading may cause a loss of content, features, or capacity of the Service(s) as available to You before downgrading Your Account. We will not be liable for such loss. When You upgrade or downgrade, the new Subscription Charges become immediately applicable. Upon upgrade, the new Subscription Charges for the subsisting month would be charged on a pro-rated basis, and Your credit card will be charged automatically. Subsequent months will be charged in full according to the new Subscription Charges. Upon downgrade, You will be offered a refund for the payment made for the subsisting month in the form of credits credited to Your Account

We reserve the right to suspend or terminate Your Account or access to the Service(s) if You violate the Terms. We will notify You of any violations and may provide You with a period of fifteen (15) days to remedy the situation. If You fail to cure the violations within the Cure Period or if We determine that the breach cannot be remedied, Your Account will be terminated. Additionally, if You do not reactivate an Account within one (1) year after the expiration of a free trial or a suspension, We may terminate Your Account and delete associated Service Data.

1. Termination by You: If You pay for Your Account with a credit card, You can terminate Your Account at any time by clicking on the ‘Account Settings’ link in the ‘Admin’ page of Our Service(s). If You use other accepted payment methods, You can terminate Your Account by contacting us at https://kebs.ai/contact-us/.
2. Effect of Terminating Your Account: Data Export: It is recommended that You export all Service Data before terminating Your Account. Following the termination of Your Account, Service Data will be retained for a period of 14 days, during which You can contact Us to export the data. After the Data Retention Period, We will delete all Service Data. Please note that once Service Data is deleted, it cannot be recovered. If Your Service Data has been migrated to another data center upon Your request, the original data will be deleted after 14 days from the migration.
3. Charges: If You terminate Your Account before the end of Your Subscription Term, You may be required to pay any unpaid Subscription Charges associated with the remainder of the Subscription Term, unless waived by Us in writing. This payment obligation does not apply if You terminate Your subscription or Account due to a material breach of the Terms by Us, provided that You give Us advance notice of the breach and allow Us a reasonable period to remedy it.

If You receive a user identification code, password, or any other piece of information as part of Our security procedures, You must keep it confidential and not disclose it to any third party. We reserve the right to disable any user identification code or password, whether chosen by You or provided by Us, if We believe that You have failed to comply with these Terms.

Confidentiality Obligations: Both parties are responsible for protecting each other’s Confidential Information from unauthorized use, access, or disclosure. Each party will treat the other’s Confidential Information with the same level of care as it would treat its own, and will only use it for the purposes of exercising rights and fulfilling obligations under these Terms. Confidential Information may only be disclosed to employees, representatives, and agents who have a legitimate need to know and who are bound by confidentiality obligations. These provisions regarding confidentiality supersede any prior non-disclosure agreements between You and Us that do not specifically address the confidentiality of Service Data.

Security of Service Data: We employ appropriate technical and organizational measures to protect the Service Data we process. These measures are designed to provide a level of security that is appropriate considering the risk associated with the processing of Your Service Data.

Processing of Service Data: We will process Service Data in compliance with Applicable Data Privacy Laws and, where applicable, the Data Processing Addendum referenced in these Terms. You acknowledge and agree that Group Companies may also access or disclose information about You, Your Account, Users, or End-Users, including Service Data, under certain circumstances, such as to comply with the law, respond to legal requests, protect the rights or property of Group Companies, enforce these Terms, or act in good faith to protect personal safety or prevent violation of applicable laws or regulations. Additionally, if We suspect fraudulent, abusive, or illegal activity on Your part, We may report such activity to law enforcement authorities at Our sole discretion.

During Your Subscription Term, if you require data migration into Your Account, you may request Us to perform the necessary data import (“Data Migration”). By requesting Data Migration, You understand and acknowledge that We and/or Our Group Companies may access and process Your data in order to provide support and facilitate the Data Migration process. This access and processing of Your data will be limited to the extent necessary to fulfill the Data Migration request and provide the required assistance.

During Your Subscription Term, if you require data migration into Your Account, you may request Us to perform the necessary data import (“Data Migration”). By requesting Data Migration, You understand and acknowledge that We and/or Our Group Companies may access and process Your data in order to provide support and facilitate the Data Migration process. This access and processing of Your data will be limited to the extent necessary to fulfill the Data Migration request and provide the required assistance.

THE WEBSITES AND THE SERVICE(S), INCLUDING ALL SERVER AND NETWORK COMPONENTS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. WE EXPRESSLY DISCLAIM ANY AND ALL CONDITIONS, REPRESENTATIONS, WARRANTIES, OR OTHER TERMS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.

YOU ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE SERVICE(S) OR WEBSITES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. FURTHERMORE, YOU ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE ACCESS TO THE SERVICE(S), WHICH IS PROVIDED OVER THE INTERNET AND VARIOUS TELECOMMUNICATIONS NETWORKS, ALL OF WHICH ARE BEYOND OUR CONTROL, WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER MALICIOUS SOFTWARE.

THE CONTENT ON OUR WEBSITES IS PROVIDED FOR GENERAL INFORMATION ONLY. IT IS NOT INTENDED TO AMOUNT TO ADVICE ON WHICH YOU SHOULD RELY. YOU MUST OBTAIN PROFESSIONAL OR SPECIALIST ADVICE BEFORE TAKING, OR REFRAINING FROM, ANY ACTION ON THE BASIS OF THE CONTENT ON OUR WEBSITES. NO INFORMATION OR ADVICE OBTAINED BY YOU FROM US OR THROUGH THE SERVICE(S) OR WEBSITES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE TO ANY PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST SALES, LOST GOODWILL, LOSS OF USE OR LOST CONTENT, IMPACT ON BUSINESS, BUSINESS INTERRUPTION, LOSS OF ANTICIPATED SAVINGS, LOSS OF BUSINESS OPPORTUNITY) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, BREACH OF STATUTORY DUTY, NEGLIGENCE, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY AND THAT OF OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS, RELATING TO THE SERVICE(S), WILL BE LIMITED TO AN AMOUNT EQUAL TO THE LOWER OF (A) TWELVE MONTHS OF THE SUBSCRIPTION CHARGES FOR THE SERVICE(S) TO WHICH THE CLAIM RELATES; OR (B) THE SUBSCRIPTION CHARGES PAID BY YOU FOR THE SERVICE(S) TO WHICH THE CLAIM RELATES PRIOR TO THE FIRST EVENT OR OCCURRENCE GIVING RISE TO SUCH LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT TO PROVIDE YOU WITH THE RIGHTS TO ACCESS AND USE THE SERVICE(S) IN ACCORDANCE WITH SECTION 1, WE HAVE LIMITED OUR POTENTIAL LIABILITY AND ALLOCATED RISKS BASED ON THE SUBSCRIPTION CHARGES, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF WE WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN.

IN JURISDICTIONS THAT DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

If the use of the Service(s) by you has become, or in our opinion is likely to become, the subject of any intellectual property claim (referred to as “IP Claim”), we may, at our own option and expense:

1. Procure for you the right to continue using the Service(s) as set forth in these Terms.
2. Replace or modify the Service(s) to make it non-infringing.
3. If options (1) or (2) are not commercially and reasonably practicable as determined by us, terminate your subscription to the Service(s) and refund you, on a pro-rated basis, any Subscription Charges you have previously paid for the corresponding unused portion.

Indemnification by us:

Subject to your compliance with these Terms, we will indemnify and hold you harmless from any claim brought against you by a third party alleging that the Service(s) you subscribed to infringe or misappropriate such third party’s valid patent, copyright, or trademark (referred to as “IP Claim”).

We shall, at our expense, defend such IP Claim and pay damages finally awarded against you in connection therewith, including the reasonable fees and expenses of attorneys, provided that you promptly notify us of the threat or notice of such IP Claim.

We have or will have the sole and exclusive control and authority to select defense attorneys, defend and/or settle any such IP Claim, and you fully cooperate with us in connection therewith. We will have no liability or obligation with respect to any IP Claim if such claim is caused in whole or in part by:

1. Compliance with designs, data, instructions, or specifications provided by you.
2. Modification of the Service(s) by anyone other than us.
3. The combination, operation, or use of the Service(s) with other hardware or software where the Service(s) would not by themselves be infringing.

Indemnification by you:

You will indemnify and hold Group Companies harmless against any claim brought by a third party against us, and our respective employees, officers, directors, and agents arising from or related to your use of the Service(s) in breach of these Terms or matters for which you have expressly agreed to be responsible pursuant to these Terms. We will promptly notify you of the threat or notice of such a claim.