KONOS AI TERMS OF SERVICELast Updated: November 5, 20251. AGREEMENT AND ACCEPTANCEThis Terms of Service Agreement ("Agreement") is entered into between KONOS AI PTY LTD.("Provider," "we,"
"us," or "our"), and the person or entity purchasing services ("Client," "you," or "your").By accessing, using, or purchasing any KONOS services, you acknowledge that you have read,
understood, and agree to be bound by all terms and conditions of this Agreement, including
our Privacy Policy (available at usekonos.com/privacy). If you do not agree to these terms,
you may not use our services.2. SERVICES DESCRIPTIONKONOS provides automated client onboarding solutions for digital marketing agencies,
including but not limited to:a) Custom Client Onboarding Automation Blueprint (COAB) development
b) Integration with Client's existing tools and systems (Make.com, HubSpot, etc.)
c) Automated workflow setup and configuration
d) Implementation support and training
e) Ongoing optimization and supportThe specific scope of services is outlined in the Service Agreement or proposal provided
to the Client prior to engagement. Services are provided on a quarterly subscription basis.3. FEES, PAYMENT TERMS, AND BILLING3.1 Pricing and Paymenta) Client agrees to pay all fees in accordance with the selected plan, billed quarterly
in advance.
b) Current pricing: $4,500 USD per quarter for the standard KONOS service plan.
c) All fees are exclusive of applicable taxes (VAT, GST, etc.), which will be added
to invoices where required by law.
d) Payment is due upon invoice issuance. Invoices are sent via email to the contact
address provided by the Client.3.2 Accepted Payment MethodsPayments are accepted via Paddle (our payment processor), which supports:
- Credit cards (Visa, Mastercard, American Express)
- PayPal
- Other payment methods as offered by Paddle3.3 Late Payment Termsa) If payment is not received within 15 days of the invoice due date, a late fee of
1.5% per month (18% annually) will be charged on the outstanding balance.
b) If payment is not received within 30 days of the invoice due date, Provider may
suspend services until payment is received in full.
c) If payment is not received within 45 days of the invoice due date, Provider may
terminate this Agreement and pursue collection action. Client will be responsible
for all collection costs, including attorney fees.3.4 Price ChangesProvider reserves the right to adjust pricing with 30 days' prior written notice.
Price changes will take effect at the next quarterly billing cycle. If Client does
not agree to the new pricing, Client may terminate this Agreement with written notice
before the price change takes effect.3.5 Refunds and Non-Refundable Feesa) All fees paid are non-refundable except as provided in Section 3.6 (Money-Back
Guarantee) or as required by applicable law.
b) Upon termination, no refund will be issued for the current quarter's fees, regardless
of the termination date.
c) If Client cancels mid-quarter, the full quarterly fee remains due and non-refundable.3.6 Money-Back GuaranteeIf Client is not satisfied with KONOS services within the first 30 days of the initial
engagement, Client may request a full refund of the setup fee ($500 USD) by contacting
[email protected] with written justification. Refunds will be processed within 10
business days. This guarantee applies only to first-time customers and only once per
Client.4. CLIENT RESPONSIBILITIES AND OBLIGATIONS4.1 Information and Cooperationa) Client agrees to provide accurate, complete, and timely information necessary for
Provider to deliver services, including:
- Current onboarding processes and workflows
- Tool integrations and API credentials
- Client contact information and decision-makers
- Business requirements and objectivesb) Client agrees to designate a primary contact person who is authorized to make decisions
and provide direction on behalf of the Client.c) Client agrees to respond to Provider requests within 48 business hours to maintain
project momentum.4.2 System Access and Credentialsa) Client agrees to provide Provider with necessary access to Client's systems, tools,
and platforms (e.g., Make.com, HubSpot, email accounts) as required to deliver services.b) Client is responsible for maintaining the security of all credentials and access
provided to Provider. Client agrees to change all credentials upon completion of
services or termination of this Agreement.c) Provider will not be liable for any unauthorized use of Client's systems or data
resulting from Client's failure to change credentials or secure access.4.3 Compliance with LawsClient agrees to use KONOS services only for lawful purposes and in compliance with
all applicable laws and regulations, including data protection laws (GDPR, POPIA, etc.).5. INTELLECTUAL PROPERTY RIGHTS5.1 Provider's Intellectual Propertya) All materials, tools, processes, methodologies, and documentation created by Provider
prior to or independent of this engagement ("Provider IP") remain the exclusive
property of Provider.b) Provider IP includes, but is not limited to: KONOS software, automation templates,
workflow designs, and proprietary methodologies.c) Client is granted a limited, non-exclusive, non-transferable license to use Provider
IP solely for the purpose of receiving services under this Agreement.d) Client may not reproduce, modify, distribute, or create derivative works from Provider
IP without prior written consent.5.2 Client's Intellectual Propertya) Client retains all rights to Client's existing intellectual property, including
proprietary processes, data, and materials provided to Provider.b) Provider will use Client's IP solely for the purpose of delivering services under
this Agreement.5.3 Custom Worka) Custom automation blueprints, workflows, and configurations created specifically
for Client ("Custom Work") are owned by Provider but licensed to Client for use
during the term of this Agreement.b) Upon termination of this Agreement, Client's license to use Custom Work terminates.
Client may not continue using Custom Work without a separate license agreement.c) Provider may use anonymized, non-confidential aspects of Custom Work to improve
KONOS services and for case studies (with Client's permission).6. DATA PRIVACY, SECURITY, AND CONFIDENTIALITY6.1 Data Processinga) Provider will collect, store, and process Client data in accordance with KONOS's
Privacy Policy (privacy-policy.usekonos.com).b) Client consents to the processing of data as necessary to deliver services and
improve KONOS offerings.c) Provider will implement industry-standard security measures to protect Client data,
including encryption, access controls, and regular security audits.6.2 Data Protection Compliancea) Provider complies with applicable data protection laws, including the Protection
of Personal Information Act (POPIA) in South Africa and GDPR for EU residents.b) Client is responsible for ensuring that Client has the legal right to share any
personal data with Provider and that such sharing complies with applicable laws.6.3 Confidentialitya) Both parties agree to maintain the confidentiality of any non-public information
shared during this engagement.b) Confidential information does not include information that is: (i) publicly available,
(ii) independently developed, (iii) received from a third party without confidentiality
obligations, or (iv) required to be disclosed by law.c) Provider may disclose Client's name and general service description in marketing
materials and case studies only with Client's prior written consent.7. SERVICE LEVEL AGREEMENT (SLA) AND PERFORMANCE STANDARDS7.1 Availability and Supporta) Provider commits to reasonable efforts to deliver services during normal business
hours (Monday-Friday, 9 AM - 5 PM SAST).b) Provider will respond to Client inquiries within 24 business hours during the
implementation phase and within 48 business hours during ongoing support.c) Provider is not responsible for service delays caused by Client's failure to provide
timely information, access, or cooperation.7.2 Service Limitationsa) Provider does not guarantee uninterrupted service. KONOS services may be temporarily
unavailable for maintenance, updates, or due to circumstances beyond Provider's control.b) Provider will make reasonable efforts to provide advance notice of scheduled maintenance.c) Provider is not liable for service interruptions lasting less than 4 consecutive hours
per month.8. TERM, RENEWAL, AND TERMINATION8.1 Initial TermThis Agreement begins upon Client's payment of the initial fees and continues for one
(1) quarter (three months).8.2 Automatic RenewalThis Agreement will automatically renew for successive quarterly periods unless either
party provides written notice of non-renewal at least 30 days before the end of the
current term.8.3 Termination for ConvenienceEither party may terminate this Agreement with 30 days' prior written notice to the
other party. Termination notice must be sent to [email protected] or the contact
address provided by Client.8.4 Termination for CauseProvider may terminate this Agreement immediately if:a) Client fails to pay fees and does not cure the failure within 15 days of written notice.
b) Client violates any material term of this Agreement and does not cure the violation
within 10 days of written notice.
c) Client uses KONOS services for illegal or unauthorized purposes.
d) Client breaches Client's confidentiality or data security obligations.8.5 Effects of Terminationa) Upon termination, Client's license to use KONOS services and Custom Work terminates
immediately.
b) Client must return or destroy all Provider materials and confidential information
within 5 business days of termination.
c) No refunds will be issued for fees already paid, except as provided in Section 3.6.
d) Sections 5 (Intellectual Property), 6 (Data Privacy), 7 (Limitation of Liability),
and 8 (Governing Law) survive termination.9. LIMITATION OF LIABILITY AND DISCLAIMERS9.1 Limitation of Liabilitya) IN NO EVENT SHALL PROVIDER'S TOTAL LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT,
WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE, EXCEED THE FEES PAID BY CLIENT
FOR SERVICES RENDERED IN THE IMMEDIATELY PRECEDING QUARTER.b) THIS LIMITATION APPLIES EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.9.2 Excluded DamagesPROVIDER IS NOT LIABLE FOR ANY OF THE FOLLOWING, EVEN IF ADVISED OF THE POSSIBILITY:a) Indirect, incidental, consequential, special, or punitive damages.
b) Loss of profits, revenue, data, or business opportunity.
c) Damage to Client's reputation or business relationships.
d) Costs of substitute services or products.
e) Any damages arising from Client's use of KONOS services in violation of this Agreement
or applicable law.9.3 Service DisclaimerKONOS SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, OR NON-INFRINGEMENT. PROVIDER DOES NOT WARRANT THAT SERVICES WILL MEET CLIENT'S
REQUIREMENTS OR THAT SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.9.4 No Guarantee of ResultsProvider does not guarantee specific business results, including but not limited to
increased client retention, reduced onboarding time, or improved client satisfaction.
Results vary based on Client's implementation, cooperation, and business environment.10. INDEMNIFICATIONClient agrees to indemnify, defend, and hold harmless Provider from any claims, damages,
losses, or expenses (including attorney fees) arising from:a) Client's use of KONOS services in violation of this Agreement or applicable law.
b) Client's infringement of third-party intellectual property rights.
c) Client's breach of Client's confidentiality or data security obligations.
d) Client's failure to provide accurate information or access to Client's systems.11. FORCE MAJEUREProvider is not liable for failure to perform obligations under this Agreement due to
circumstances beyond Provider's reasonable control, including but not limited to: acts
of God, natural disasters, war, terrorism, pandemics, government actions, or internet
outages. Provider will resume performance as soon as reasonably practicable.12. GOVERNING LAW AND DISPUTE RESOLUTION12.1 Governing LawThis Agreement shall be governed by and construed in accordance with the laws of the
Republic of South Africa, without regard to conflict of law principles.12.2 Dispute Resolutiona) Any dispute arising from this Agreement shall first be subject to good-faith
negotiation between the parties for 30 days.13.1 Changes to TermsProvider reserves the right to amend this Agreement at any time with 30 days' prior
written notice. Notice will be posted on the website (usekonos.com) and/or communicated
directly to Client via email.13.2 Continued UseClient's continued use of KONOS services after the effective date of any amendments
constitutes acceptance of the modified terms. If Client does not agree to the amendments,
Client may terminate this Agreement with written notice before the amendments take effect.14. ENTIRE AGREEMENTThis Agreement, together with the Privacy Policy (privacy-policy.usekonos.com) and Refund Policy , constitutes the entire agreement between Provider and Client
concerning KONOS services and supersedes all prior negotiations, understandings, and
agreements, whether written or oral.15. SEVERABILITYIf any provision of this Agreement is found to be invalid or unenforceable, that provision
shall be modified to the minimum extent necessary to make it valid and enforceable, and
the remaining provisions shall remain in full force and effect.16. CONTACT INFORMATIONFor questions about these Terms of Service or to provide notice of termination, contact:KONOS AI PTY LTD
Email: [email protected]
Website: usekonos.com---END OF TERMS OF SERVICE