Terms of Service

These Terms of Service govern your use of the AI consulting services and AI Operating System provided by K2A Solutions LLC. Please read them carefully. By creating an account, signing an order form, or using our services, you agree to these terms.

1. Acceptance

These Terms of Service (the "Terms") form a binding agreement between you (the "Customer," "you," or "your") and K2A Solutions LLC, a New York limited liability company ("K2A," "we," "us," or "our"). You accept these Terms when you click an "I agree" button at signup, sign an order form referencing these Terms, or use the Service.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, in which case "you" refers to that entity.

2. The Service

K2A provides: (a) AI consulting, including identification of automation opportunities and recommendations on how to use AI in your business; and (b) a custom AI Operating System ("OS") that K2A builds, hosts, and maintains for your business, with AI agents tailored to your operations (collectively, the "Service").

The exact scope of the OS, the agents we build, and the cadence of additions are described in the project communications between you and K2A. We do not commit to a specific feature roadmap unless we expressly do so in writing.

3. Eligibility

The Service is intended for businesses operating in the United States. By using the Service you represent that: (a) you are at least 18 years old; (b) you have the legal authority to enter into these Terms; and (c) you will use the Service for lawful business purposes only.

4. Account registration

You are responsible for the accuracy of the information you provide at signup, for maintaining the confidentiality of your account credentials, and for all activity that occurs under your account. Notify us promptly at security@k2asolutions.com if you suspect unauthorized access.

5. Subscription and billing

The Service is offered as a monthly subscription at $500 per month (USD), unless a different price is set out in your order form. Payment is processed by Stripe, our payment processor. By providing payment information, you authorize K2A to charge your payment method for the subscription fee on each billing date.

You are responsible for any sales, use, value-added, or other taxes assessed on the Service, except for taxes based on K2A's net income.

If a charge fails, we may suspend the Service until payment is received. We may charge a reasonable late fee on past-due amounts to the extent permitted by law.

6. Auto-renewal

Your subscription automatically renews on a monthly basis at $500 per month until you cancel.

The renewal price is $500 per month at the current rate, the renewal interval is monthly, and the renewal will continue indefinitely until you cancel. We will notify you by email at least five (5) days before any change to the renewal price or other material terms; the new terms will not take effect for at least thirty (30) days after notice.

By starting your subscription, you provide express affirmative consent to these auto-renewal terms.

7. 30-day satisfaction guarantee

If, within thirty (30) days of your first paid charge, you decide K2A is not the right fit, email billing@k2asolutions.com and we will refund your first month in full, no questions asked. Refunds are issued to the original payment method within ten (10) business days.

This guarantee applies only to your first month of service. Subsequent months are not refundable; you may cancel at any time to stop future charges (see Cancellation below).

8. Cancellation

You may cancel your subscription at any time by emailing billing@k2asolutions.com or through the cancellation option in your account when available. Cancellation takes effect at the end of your current billing period. You will retain access to the Service through the end of that period and will not be charged again.

Cancelling does not, by itself, entitle you to a refund of fees already paid, except as set out in the 30-day satisfaction guarantee above.

9. Customer data

You retain all rights, title, and interest in the data you provide to K2A or that is generated by or for you through the Service ("Customer Data"). You grant K2A a limited, non-exclusive, worldwide, royalty-free license to access, copy, transmit, store, and process Customer Data solely as needed to provide and support the Service.

K2A does not sell, rent, or share Customer Data. K2A does not use Customer Data to train artificial intelligence models. K2A's third-party AI providers (such as Anthropic) are likewise prohibited under their API terms from using your inputs to train their public models.

Our handling of Customer Data when K2A acts as a service provider or processor is further governed by our Data Processing Agreement, which is incorporated into these Terms by reference.

10. Acceptable use

You agree not to use the Service to:

• Violate any applicable law, regulation, or third-party right (including intellectual property, privacy, or contract rights)
• Send spam, unsolicited messages, or content that violates anti-spam laws including the CAN-SPAM Act or TCPA
• Distribute malware, viruses, or other malicious code
• Probe, scan, or test the vulnerability of any K2A system without our prior written permission, except through the responsible disclosure process described in our Security page
• Attempt to extract model weights, training data, or system prompts of any AI model used in the Service
• Use the Service to make decisions in regulated contexts (employment, lending, housing, education, healthcare, insurance) without first notifying K2A in writing and entering into a separate addendum
• Reverse engineer, decompile, or disassemble the Service except to the extent permitted by applicable law
• Resell, sublicense, or otherwise commercially exploit the Service to third parties without our prior written consent
• Generate or disseminate content that is illegal, harmful, defamatory, harassing, deceptive, or that would be reasonably considered abusive

We may suspend or terminate access for violations of this section, with or without notice depending on the severity.

11. AI services

The Service includes outputs generated by AI models. AI outputs may be inaccurate, incomplete, or fabricated. You are responsible for reviewing AI outputs before relying on them, especially for any decision with legal, financial, medical, or safety implications.

K2A does not warrant that AI outputs are accurate, free from bias, suitable for a particular purpose, or fit for any specific decision. You agree not to treat AI outputs as professional advice (legal, medical, financial, or otherwise).

We may identify and route to different AI model providers from time to time as needed to deliver the Service. The current providers are listed on our Security page.

12. Intellectual property

K2A IP. K2A retains all rights, title, and interest in and to the Service, including all software, infrastructure, agent code we have built, designs, and documentation, except for Customer Data. We grant you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Service during your subscription, solely for your internal business purposes.

Customer IP. You retain all rights in your Customer Data and your business content. You grant K2A the license described in the Customer Data section above.

Output. As between you and K2A, you own the outputs the Service generates from your inputs, subject to the rights of any third-party AI provider under their applicable terms. You acknowledge that AI outputs are not necessarily unique and that similar outputs may be generated for other users.

Feedback. If you give us feedback or suggestions about the Service, we may use that feedback without restriction or compensation.

13. Confidentiality

Each party may receive non-public information from the other ("Confidential Information"). The receiving party will: (a) use the Confidential Information only for purposes of the Service or as authorized by these Terms; (b) protect the Confidential Information using at least the same care it uses for its own confidential information of similar importance, and in no event less than reasonable care; and (c) not disclose the Confidential Information except to its employees, contractors, and advisors who need to know and who are bound by confidentiality obligations no less protective than these.

Confidential Information does not include information that is or becomes publicly available without breach, was already known to the receiving party without confidentiality restriction, is independently developed without use of the disclosing party's information, or is rightfully received from a third party without confidentiality obligations.

14. Term and termination

The Term begins when you accept these Terms and continues for as long as you maintain an active subscription. Either party may terminate for convenience at the end of the then-current billing period (see Cancellation).

Either party may terminate immediately for material breach by the other party that is not cured within fifteen (15) days after written notice.

Upon termination: (a) your right to use the Service ends; (b) you may request export of your Customer Data within thirty (30) days of termination; (c) we will delete your Customer Data within sixty (60) days of termination, except for backup copies retained on standard rotation and records we are required to retain by law. Sections that by their nature should survive termination (including confidentiality, ownership, disclaimers, limitation of liability, indemnification, and dispute resolution) will survive.

15. Disclaimers

The service is provided "as is" and "as available," without warranties of any kind, whether express, implied, statutory, or otherwise.

To the fullest extent permitted by law, K2A disclaims all warranties, including the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

K2A does not warrant that the service will be uninterrupted, error-free, secure, or free from harmful components, or that AI outputs will be accurate, reliable, complete, or free from bias or fabrication.

Some jurisdictions do not allow the exclusion of certain warranties, so the exclusions above may not apply to you in full.

16. Limitation of liability

To the fullest extent permitted by law, K2A's total cumulative liability arising out of or related to these terms or the service, regardless of the form of action, will not exceed the amount of fees you paid to K2A in the twelve (12) months immediately preceding the event giving rise to the claim.

In no event will K2A be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, loss of business opportunity, lost data, or business interruption, even if K2A has been advised of the possibility of such damages.

The limitations in this section do not apply to: (a) your obligation to pay fees; (b) breaches of confidentiality obligations; (c) your indemnification obligations; (d) your violation of K2A's intellectual property rights; (e) liability that cannot be limited by law (including for fraud, willful misconduct, gross negligence in jurisdictions that do not permit limitation, or personal injury or death).

Some jurisdictions do not allow the limitation of liability for certain damages, so the limitations above may not apply to you in full.

17. Indemnification

By you. You will defend, indemnify, and hold K2A and its affiliates, officers, employees, and agents harmless from any third-party claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your or your users' violation of these Terms or applicable law; (b) your Customer Data, including any claim that Customer Data infringes a third party's rights or violates law; (c) your use of AI outputs in regulated contexts without notice to K2A under Section 10; or (d) your gross negligence or willful misconduct.

By K2A. We will defend, indemnify, and hold you harmless from third-party claims that the Service, as provided by K2A and used in accordance with these Terms, infringes a U.S. patent, copyright, or trademark of a third party. This obligation does not apply to claims arising from: (a) Customer Data; (b) modifications to the Service made by you or anyone other than K2A; (c) combination of the Service with non-K2A products or services; or (d) use of the Service in violation of these Terms.

Procedure. The indemnified party will promptly notify the indemnifying party of any claim, give the indemnifying party sole control over the defense and settlement (provided no settlement may impose obligations on the indemnified party without consent, not to be unreasonably withheld), and reasonably cooperate in the defense at the indemnifying party's expense.

18. Arbitration and class action waiver

Agreement to arbitrate. Except for the carve-outs below, you and K2A agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service ("Dispute") will be resolved by final and binding arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures then in effect. The arbitration will take place in New York County, New York, before a single arbitrator, and judgment on the award may be entered in any court of competent jurisdiction.

Class action waiver. You and K2A agree that each 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, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

Mass arbitration protocol. If 25 or more individuals submit demands for arbitration with substantially similar claims represented by the same or coordinated counsel within a 60-day period, you agree the demands will be batched, with up to 10 cases proceeding in an initial bellwether round, the remainder stayed pending the outcome, and a single arbitrator addressing common issues. Filing fees and costs will be allocated proportionately. The parties will work in good faith to streamline procedure consistent with JAMS's mass-arbitration procedures.

Carve-outs. The following are not subject to arbitration and may be brought in any court of competent jurisdiction: (a) claims of intellectual property infringement or misappropriation; (b) claims for injunctive or equitable relief to stop unauthorized use or abuse of the Service; (c) small-claims-court actions where the amount in controversy is within the court's jurisdiction; (d) claims relating to sexual assault or sexual harassment, which you may bring in court at your election as required by 9 U.S.C. § 402.

30-day opt-out. You may opt out of this arbitration agreement (but not the rest of these Terms) by emailing legal@k2asolutions.com within 30 days of first accepting these Terms. The opt-out will not affect any other provision of these Terms.

If any portion of this arbitration section is found unenforceable except for the class-action waiver, the remainder will be enforced. If the class-action waiver is found unenforceable, then the entire arbitration section will be null and void.

19. Governing law and venue

These Terms are governed by the laws of the State of New York, without regard to its conflict of laws rules. For any matter not subject to arbitration, you and K2A consent to the exclusive jurisdiction and venue of the state and federal courts located in New York County, New York.

20. General provisions

Force majeure. Neither party will be liable for any failure or delay in performance (other than payment obligations) due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, governmental action, labor disputes, internet or utility failures, or third-party service outages.

Notices. We may give you notice by email to the address associated with your account, by posting in the Service, or by other reasonable means. You may give K2A notice by email to legal@k2asolutions.com or by mail to K2A Solutions LLC, New York, NY.

Assignment. You may not assign these Terms without K2A's prior written consent. K2A may assign these Terms in connection with a merger, acquisition, sale of assets, financing, or by operation of law. Any unauthorized assignment is void.

No third-party beneficiaries. These Terms do not confer rights on any third party.

Severability. If any provision of these Terms is held unenforceable, the remaining provisions will continue in full force.

Waiver. No waiver of any provision of these Terms will be effective unless in writing. Failure to enforce any provision is not a waiver of future enforcement.

Entire agreement. These Terms, together with any order form, the Privacy Policy, the DPA, and the Security commitments, constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous agreements on the subject.

Relationship. The parties are independent contractors. These Terms do not create a partnership, agency, employment, or joint venture relationship.

21. Changes to these terms

We may update these Terms from time to time. For material changes, we will provide at least thirty (30) days advance notice by email or in-Service notification. Continued use of the Service after the effective date of the change constitutes acceptance of the updated Terms. If you do not agree with a change, you may cancel your subscription before the change takes effect.

22. Contact

K2A Solutions LLC
New York, NY
General: team@k2asolutions.com
Billing: billing@k2asolutions.com
Legal: legal@k2asolutions.com