KEPT Terms of Service

1. Agreement and eligibility

These Terms of Service are an agreement between you and Kept AI Inc., a Delaware corporation with its principal place of business at 5965 Peachtree Corners East, Norcross, GA 30071, United States. In these Terms, "KEPT," "we," "us," and "our" refer to Kept AI Inc. "Service" means the KEPT web application, the kept.solutions website, and related features we make available to you.

You accept these Terms electronically through the acceptance step presented at signup, or by accessing or using the Service after having a reasonable opportunity to review these Terms. Electronic acceptance has the same effect as a signature. The version of these Terms in effect when you accept applies to you, along with any later version you accept under Section 18.

To create an account or use the Service, you must meet all of the following conditions:

• You are at least 18 years old, and you represent that you are at least 18 years old. The Service is not intended for children or minors.
• You are located in the United States. At launch, the Service is offered only to users in the United States and is not offered to users outside the United States.
• You have the legal capacity to enter into this agreement. If you accept on behalf of an organization, you represent that you are authorized to bind that organization, and "you" includes that organization.
• You are not prohibited from using the Service under applicable law.

The Privacy Notice describes how we handle personal information and is incorporated into these Terms by reference. For business customers, the Data Processing Addendum also applies as described in Section 6.

2. Account types

The Service offers three account structures:

• Individual accounts. A self-serve personal account. You are the customer, and you control the knowledge captured in your account subject to these Terms.
• Business workspaces. A self-serve workspace for an organization with up to 50 seats. The organization that creates and pays for the workspace is the customer ("Business Customer"). People invited into the workspace, including employees and contractors, are authorized users of the Business Customer.
• Enterprise. A sales-led arrangement governed by a separately negotiated agreement and Order Form. Where a negotiated enterprise agreement conflicts with these Terms, the negotiated agreement controls for that customer.

If you use the Service through a business workspace, both these Terms and the applicable policies of the Business Customer's workspace apply to your use. You must not use a workspace you have not been authorized to join, and you must not share account credentials. You are responsible for activity that occurs under your account, and you must promptly notify us at support@kept.solutions if you believe your account has been compromised.

3. Business authority and administration

A person who creates or administers a business workspace represents that they are authorized to act for that organization, including to accept these Terms, purchase subscriptions, invite users, and configure the workspace on the organization's behalf.

Workspace administrators may organize members into departments, grant and revoke access to captured knowledge, manage seats, and manage billing. Access to knowledge within a workspace follows explicit workspace permissions and knowledge grants. Membership in a workspace does not by itself grant access to another person's captured knowledge.

Workspace administrators do not receive KEPT's internal interview-steering information about a participant, and the Service is not designed to present that information to an employer as a profile, assessment, or score.

The Business Customer is responsible for the acts and omissions of its administrators and authorized users, for keeping its administrator accounts secure, and for ensuring that its use of the Service, including whose workplace knowledge is captured and who is given access to it, complies with applicable law and the organization's own obligations to its personnel.

4. Capture and recording obligations

The Service captures workplace knowledge through consented voice sessions with an AI interviewer. Live audio from a session is processed and transcribed. KEPT is designed not to store raw audio after live processing. The Voice Recording and Consent notice describes the capture process in more detail.

The following consent rules apply to every capture session:

• Separate participant consent is required. A voice session cannot begin until the participant has personally given the required consent. A customer's acceptance of these Terms, an employment relationship, or an instruction from an employer is not a substitute for the participant's own consent to live audio processing and transcription.
• You cannot consent for someone else. A customer, administrator, or user must not consent on a participant's behalf and must not add another person to a session unless that person has received the required notice and has affirmatively consented.
• Audible notice. Each session begins with an audible notice that the session is an AI-guided session and that the conversation is being processed and transcribed.
• Participants can stop. A participant may decline to begin a session and may stop an active session at any time using the visible end-session control.

If you are a Business Customer, you are responsible for deciding whose workplace knowledge may lawfully be captured, for providing every notice to employees, contractors, and other participants that applicable law or your own policies require, and for having a lawful basis for the workplace processing you direct. Covert recording is prohibited. You must not use the Service to capture any person's voice or statements without that person's knowledge and consent.

5. Customer content and permissions

"Customer Content" means the content you and your authorized users provide to the Service, including statements made in capture sessions, the transcripts and captured knowledge created from those statements, chat messages, and uploaded documents and images, together with content derived from that material for you as part of the Service.

You represent and warrant that:

• You have all rights, permissions, and authority needed to provide your Customer Content to the Service and to allow KEPT to process it as described in these Terms and the Privacy Notice.
• Where Customer Content includes personal, confidential, or proprietary information about a third party, including business names, customer names, and project details, you have the authority or a lawful basis to provide it.
• Your Customer Content and your use of the Service do not violate applicable law, infringe any third party's rights, or breach any agreement that binds you.

Sharing of Customer Content inside the Service is governed by workspace permissions and knowledge grants. You are responsible for configuring access appropriately and for reviewing who can see what before granting access.

6. Privacy and data processing

Our Privacy Notice explains what information we collect, how we use and disclose it, how long we keep it, and the rights available to you. It also explains the different roles KEPT plays for individual accounts, business workspaces, and our own account, billing, security, support, and marketing operations.

For business workspaces, KEPT processes Customer Content on the Business Customer's behalf as a processor or service provider. The Data Processing Addendum, once accepted or executed for your workspace, governs that processing, including our security commitments, our use of subprocessors, and deletion obligations. The current list of subprocessors is published on the Subprocessors page.

KEPT does not sell personal information and does not share personal information for cross-context behavioral advertising.

7. Acceptable use and prohibited data

You may use the Service only for its intended purpose: capturing, preserving, and querying workplace knowledge with the informed participation of the people involved.

Prohibited data

You must not submit the following to the Service, whether spoken in a capture session, typed in chat, or uploaded in a document or image:

• Passwords, authentication tokens, private keys, or other credentials or secrets.
• Health records or other protected health information.
• Payment-card numbers or financial account numbers.
• Government-issued identification numbers, such as Social Security numbers, driver's license numbers, or passport numbers.
• Any data whose processing by KEPT would place KEPT or you in violation of a law or regulation applicable to that data.

The Service does not automatically detect or remove this data. Keeping it out of the Service is your responsibility.

Prohibited uses

You must not use the Service to:

• Record or capture any person covertly or without the consent required by Section 4.
• Monitor employees continuously, or conduct productivity surveillance.
• Score, rank, or evaluate a person, or generate ratings, profiles, or comparisons of personnel.
• Make or support consequential employment decisions about a person, including hiring, termination, compensation, promotion, or discipline.
• Identify a person biometrically, verify identity by voice, or create a voiceprint.
• Discriminate unlawfully against any person.
• Deploy the Service in a public-sector, healthcare, education-record, financial-regulated, or defense-classified environment without our prior written agreement.
• Probe, disrupt, or circumvent the security or access controls of the Service, misrepresent your identity or authority, resell the Service without authorization, scrape the Service, or attempt to extract another customer's data.
• Violate any applicable law.

We may investigate suspected violations and may suspend or terminate access under Section 12 if you violate this section.

8. AI output and human review

The Service uses artificial intelligence to conduct interviews, extract knowledge, and answer questions. AI-generated output may be incomplete, outdated, or incorrect, even when it appears confident and well organized.

The Service is designed to connect answers to supporting knowledge and citations, and to indicate when the available evidence is insufficient. This design reduces error but does not eliminate it. Citations may be imperfect, and generated summaries may misstate or omit material details.

You agree that:

• You will apply human review before relying on AI-generated knowledge or answers for any material decision.
• You remain responsible for decisions and actions you take based on Service output.
• The Service does not provide legal, medical, financial, tax, or other professional advice, and its output is not a substitute for advice from a qualified professional.
• We do not warrant that any generated material is complete, accurate, or error-free.

9. Ownership and licenses

Your content stays yours. As between you and KEPT, you retain your rights in your Customer Content. A Business Customer retains its rights in its preexisting materials, workplace records, and confidential business information. An individual user retains rights in the content they submit. Participants retain their applicable privacy rights in their personal information, and nothing in these Terms waives those rights.

The platform stays ours. KEPT and its licensors own the Service, including the software, the interview system, extraction methods, model-routing logic, prompts, workflows, designs, and all improvements to the platform. These Terms do not transfer any KEPT intellectual property to you. We grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription in accordance with these Terms.

License you grant us. You grant KEPT a limited license to host, process, transmit, and display your Customer Content only as needed to operate, secure, support, and improve the contracted Service for you, within the commitments of the Privacy Notice and, where applicable, the Data Processing Addendum.

No generalized model training. KEPT does not use your Customer Content to train a generalized artificial intelligence model. We will not do so unless you first give a separate, informed, and optional authorization.

Feedback. If you give us suggestions or feedback about the Service, we may use it without restriction or obligation to you, provided we do not disclose your Customer Content in doing so.

10. Confidentiality

Each party may receive confidential information of the other. For you, confidential information includes your Customer Content and the workplace knowledge captured in your account or workspace. For KEPT, confidential information includes non-public information about the Service, its architecture, and its security practices.

Each party agrees to use the other's confidential information only as permitted by these Terms, to protect it with at least reasonable care, and not to disclose it to third parties except to service providers and advisors bound by confidentiality obligations, or where disclosure is required by law. If we are legally compelled to disclose your confidential information, we will notify you in advance where the law allows us to do so.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, was lawfully known to the receiving party before disclosure, is received lawfully from a third party without a duty of confidentiality, or is independently developed without use of the confidential information.

11. Fees, renewal, cancellation, and refunds

Plans and pricing. The Service is offered through paid subscription plans, including individual plans and business plans priced per seat. Current prices, billing periods, and the included usage allowance for each plan, stated in voice minutes and chat credits, are displayed at checkout before you purchase. The checkout page is the authoritative source for the price and allowance that apply to your subscription. Enterprise pricing is set in a negotiated Order Form.

Usage allowances and resets. Each plan includes a usage allowance for the billing period. When an allowance is exhausted, the account owner or an authorized business administrator may be offered a one-time usage reset. The exact price and the exact voice minutes and chat credits restored are quoted before each reset purchase. A reset is not a new subscription and does not change your renewal date.

Automatic renewal. Subscriptions renew automatically at the end of each billing period at the then-current price for your plan, and your payment method is charged at renewal, unless you cancel before the renewal date.

Cancellation. You may cancel online through your account at any time using a direct, self-serve flow. Cancellation stops future renewal charges and takes effect at the end of the current paid billing period unless applicable law requires otherwise. You keep access to the Service through the end of the paid period. We confirm cancellation in the interface and by email.

Refunds. Payments are non-refundable, and no prorated refunds are provided after a charge, except where a refund is required by applicable law or where KEPT chooses in its discretion to issue one.

Price and allowance changes. We may change prices and allowances prospectively. A change will not reduce the allowance you already purchased for the current paid period. We will give existing customers advance notice of a material price or allowance change and a clear opportunity to cancel before it takes effect.

Taxes and payment. Prices exclude applicable taxes, which are your responsibility unless we are required to collect them. Payments are processed by our payment provider, and you authorize charges for your subscription and any usage resets you purchase. You are responsible for keeping your payment information current. We may suspend service for accounts with failed payments after reasonable notice and an opportunity to update payment details.

12. Suspension and termination

We may suspend or restrict access to the Service, in whole or for a specific account, workspace, or user, if we reasonably believe that:

• These Terms have been materially breached, including the acceptable use and prohibited data rules in Section 7 or the capture obligations in Section 4.
• The account presents a security risk to the Service, to other customers, or to any person.
• Suspension is required by law or by a legal process.
• Fees are overdue after notice and an opportunity to cure.

Where practical and lawful, we will notify you before or promptly after a suspension and will limit the suspension to what is reasonably necessary. We will restore access once the issue is resolved.

We may terminate your account for a material breach that remains uncured a reasonable time after notice, or immediately for violations involving covert recording, prohibited employment uses, biometric identification, or unlawful activity. You may terminate at any time by cancelling under Section 11 and, if you wish, deleting your account. Sections that by their nature should survive termination, including Sections 5, 8, 9, 10, 13, 14, 15, 16, and 17, survive.

13. Data after termination

When an account or workspace is deleted, whether by you or through termination, the following applies:

• Recovery period. The account or workspace is recoverable for 30 days after deletion. During this period, you may contact us to restore it.
• Deletion. After the recovery period, covered content is deleted from our active systems and is not recoverable through KEPT.
• Export first. You are responsible for exporting any content you wish to keep before deletion. We encourage you to export before you cancel or delete.
• Limited retained records. We may retain limited records after deletion where retention is required or permitted by law, including billing and tax records, consent and acceptance records, and security and audit records, as described in the Privacy Notice. A legal hold may pause deletion until the hold is released.
• Provider disaster-recovery copies. Our managed database provider maintains disaster-recovery backups that expire on a schedule. Completed deletions are not returned to service from those copies.

14. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, KEPT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Without limiting the foregoing, we do not warrant that the Service will be uninterrupted, error-free, or secure, that AI-generated output will be complete or accurate, or that captured knowledge will be suitable for any particular decision or purpose. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.

15. Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, OR LOSS OF GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, KEPT'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES YOU PAID TO KEPT FOR THE SERVICE IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

These limitations do not apply to liability that cannot be limited under applicable law. Each provision of this section applies to the fullest extent the law allows and is intended to be enforced to the maximum enforceable extent even if a particular remedy fails of its essential purpose.

16. Indemnity

You will defend, indemnify, and hold harmless KEPT and its officers, directors, employees, and agents from and against any third-party claim, and the resulting damages, penalties, costs, and reasonable attorneys' fees, arising out of or relating to:

• Capture or recording conducted through your account or workspace without the consent or notices required by Section 4 or by applicable law.
• Customer Content you or your authorized users provide, including claims that you lacked the rights or authority to provide it.
• Your breach of these Terms, including the acceptable use and prohibited data rules in Section 7.
• Your violation of applicable law in connection with your use of the Service.

We will give you prompt notice of any such claim and reasonable cooperation at your expense. You may control the defense with counsel reasonably acceptable to us, provided you may not settle a claim in a way that imposes obligations on KEPT without our consent.

17. Disputes and governing law

These Terms are governed by the laws of the State of Delaware, subject to final review by counsel, without regard to conflict-of-laws rules.

Before filing a claim, you agree to first contact us at support@kept.solutions with a description of the dispute and give us 30 days to work with you toward an informal resolution. Most concerns can be resolved this way.

The forum for disputes, and whether disputes will be resolved by arbitration with a class-action waiver, will be finalized on counsel's review before these Terms take effect. Nothing in this section limits either party's right to seek injunctive relief to protect its confidential information or intellectual property.

18. Changes

We may update these Terms from time to time. When we do, we will update the effective date and version shown at the top of this page.

For material changes, we will give you advance notice by email or through the Service before the change takes effect, and you will have an opportunity to review the change and, if you do not agree, to cancel under Section 11 before it applies to you. Non-material changes, such as clarifications and corrections, may take effect when posted.

Your continued use of the Service after a change takes effect constitutes acceptance of the updated Terms. Prior versions are retained and are available on request to support@kept.solutions.

19. Notices and contact

We may provide notices to you by email to the address on your account or through the Service. Notices to KEPT, including legal notices, and questions about these Terms may be sent to support@kept.solutions or by mail to the address below. A notice is effective when received.