Ken AI Terms of Service

Company: Ken Technology LLC
Website: https://getken.ai
Contact: [email protected]
Effective Date: May 7, 2026
Last Updated: May 7, 2026

These Terms of Service (the "Terms") govern access to and use of the websites, software, platform, managed outbound services, data services, email infrastructure, AI personalization, analytics, reporting, integrations, and related services provided by Ken Technology LLC ("Ken," "Ken AI," "we," "us," or "our").

By accessing or using the Services, signing a Service Agreement or Order Form, or authorizing Ken to perform Services, you agree to these Terms on behalf of the entity you represent ("Client," "you," or "your"). If you are accepting these Terms on behalf of an entity, you represent that you have authority to bind that entity.

These Terms are intended for business customers only. The Services are not intended for consumers or for personal, family, or household use.

1. Agreement Structure and Order of Precedence

1.1 Agreement. The agreement between Ken and Client consists of these Terms, any signed Service Agreement, Order Form, statement of work, addendum, Data Processing Addendum, and any other written document expressly incorporated by reference (collectively, the "Agreement").

1.2 Order of precedence. If there is a conflict among documents, the following order controls, unless a document expressly states otherwise: (a) the applicable Service Agreement, Order Form, or statement of work; (b) the Data Processing Addendum for matters involving processing of Client Personal Data; (c) these Terms; and (d) documentation or policies referenced by Ken. The Privacy Policy explains Ken's privacy practices and does not reduce either party's obligations under the Agreement.

1.3 Changes to Services. Ken may update, improve, suspend, or discontinue features from time to time, provided that Ken will not materially reduce the core Services during an active paid service period without a commercially reasonable replacement or workaround. Beta, preview, experimental, or "coming soon" features may be changed or discontinued at any time.

2. Definitions

2.1 Account means Client's account, workspace, dashboard, or other access point for using the Platform.

2.2 Ad Audience Data means identifiers, engagement signals, lists, segments, or other information that may be transmitted, uploaded, matched, or synchronized to advertising platforms or related tools.

2.3 Affiliate means an entity that directly or indirectly controls, is controlled by, or is under common control with a party.

2.4 Applicable Law means all laws, regulations, rules, directives, orders, and governmental requirements applicable to a party or to a Campaign, including applicable privacy, data protection, marketing, advertising, anti-spam, consumer protection, export control, sanctions, and platform rules.

2.5 Authorized User means an employee, contractor, agent, or representative of Client whom Client authorizes to access the Services.

2.6 Campaign means an outbound, retargeting, analytics, data enrichment, reply handling, reporting, or related workflow performed or supported by Ken for Client.

2.7 Campaign Data means data generated from Campaigns, including send logs, open data, click data, reply data, timestamps, bounce data, deliverability data, inbox data, meeting attribution data, sentiment tags, segment performance, and related analytics.

2.8 Client Content means Client-provided copy, trademarks, logos, websites, landing pages, offers, claims, product descriptions, files, approved messages, CRM data, customer lists, suppression lists, and other materials supplied or approved by Client.

2.9 Client Data means data, content, and materials submitted by or on behalf of Client to the Services, including Client Content, Client-uploaded lead lists, suppression lists, CRM data, and account information. Client Data does not include Ken Materials, Ken-Sourced Data, or Usage Data.

2.10 Client Personal Data has the meaning given in the Data Processing Addendum.

2.11 Confidential Information means non-public information disclosed by one party to the other that is marked confidential, should reasonably be understood to be confidential, or relates to technical information, business information, customer information, Campaign strategy, pricing, security, product plans, source code, data, prompts, workflows, results, or other sensitive information.

2.12 Deliverables means Client-specific work product delivered by Ken under a Service Agreement, such as Campaign strategy documents, Client-specific email copy, reports, exports, and recommendations, excluding Ken Materials.

2.13 Engagement Data means information showing how Prospects interact with Campaigns, including opens, clicks, replies, bounce status, unsubscribe status, meeting booking, conversion status, and related timestamps or metadata.

2.14 Generated Content means emails, personalization snippets, classifications, scoring, summaries, recommendations, or other outputs generated using AI or automation in connection with the Services.

2.15 Ken Database means Ken's proprietary and third-party-sourced business database, which currently contains approximately 300 million business profiles and companies, subject to ongoing refresh, validation, deduplication, removal, and fluctuation over time.

2.16 Ken Materials means all software, source code, systems, models, prompts, workflows, templates, frameworks, documentation, know-how, data models, scoring systems, databases, infrastructure, designs, reports formats, methods, processes, and other technology or materials owned, developed, licensed, or used by Ken, including improvements and derivative works.

2.17 Ken-Sourced Data means business contact, company, enrichment, verification, qualification, or other data sourced by Ken from the Ken Database, third-party providers, public sources, or other sources controlled or selected by Ken.

2.18 Order Form means an ordering document, Service Agreement, statement of work, online checkout, or other agreement that describes the commercial terms for Services.

2.19 Platform means Ken's software, dashboard, infrastructure, applications, APIs, systems, databases, and related technology.

2.20 Prospect means an individual business contact, company representative, or organization that is identified, enriched, qualified, contacted, tracked, or otherwise processed in connection with a Campaign.

2.21 Prospect Data means personal information or business information relating to Prospects, including names, business email addresses, employer, job title, role, seniority, company attributes, LinkedIn or professional profile URLs, website information, online presence, engagement data, and enrichment data.

2.22 Restricted Data means sensitive personal information, special categories of personal data, health information, financial account data, government identifiers, children's data, consumer credit data, biometric data, precise geolocation data, criminal history, and any other data that is subject to heightened regulation or that Ken has not expressly agreed to process in writing.

2.23 Services means the Platform and all managed services, including data sourcing, list building, enrichment, qualification, email verification, copywriting, AI personalization, sequencing, email infrastructure, domain and inbox management, deliverability support, reply handling, analytics, reporting, retargeting integrations, and related support.

2.24 Service Agreement means a written agreement signed by Ken and Client describing specific scope, pricing, contact volume, performance fee terms, meeting attribution rules, support, termination rights, or other engagement terms.

2.25 Suppression Data means unsubscribe, opt-out, blocklist, do-not-contact, bounced, complaint, or similar data used to avoid contacting a person or organization.

2.26 Third-Party Services means services, platforms, APIs, software, infrastructure, data providers, AI providers, payment processors, email providers, ad platforms, CRM systems, calendar tools, analytics tools, and other services not owned by Ken.

2.27 Usage Data means technical, operational, performance, and aggregated information relating to use of the Services, including product telemetry, deliverability trends, benchmark data, and deidentified or aggregated analytics.

3. Services

3.1 Managed outbound services. Ken provides a tech-enabled managed outbound service and platform for B2B sales and marketing. Depending on the applicable Service Agreement, this may include strategy, data sourcing, list building, enrichment, qualification, email verification, email copywriting, AI personalization, sequencing, sending infrastructure, deliverability monitoring, reply classification, reply handling, analytics, reporting, and integration support.

3.2 Campaign scope. Each Campaign is subject to the applicable Service Agreement, Campaign settings, target audience, geographic restrictions, approved content, available infrastructure, data availability, and Applicable Law. Ken may reject or modify any requested Campaign if Ken reasonably believes it may violate the Agreement, Applicable Law, third-party terms, platform policies, deliverability standards, or Ken's risk controls.

3.3 No exclusivity. Unless a Service Agreement expressly states otherwise, Ken may provide services to other clients, including clients in similar industries, provided Ken does not disclose Client's Confidential Information.

3.4 Professional judgment. Client authorizes Ken to make reasonable operational decisions necessary to perform the Services, including decisions relating to sending cadence, domain rotation, inbox configuration, deliverability controls, list hygiene, suppression, testing, segmentation, and safety controls, subject to any express written restrictions in the Service Agreement.

3.5 No regulated advisory services. Ken does not provide legal, financial, tax, medical, employment, credit, or other regulated professional advice. Client is responsible for obtaining advice from qualified professionals where needed.

4. Accounts, Onboarding, Approvals, and Client Cooperation

4.1 Account security. Client is responsible for maintaining the confidentiality of Account credentials and for all activity under its Account. Client must promptly notify Ken of any suspected unauthorized access.

4.2 Authorized Users. Client is responsible for its Authorized Users and for ensuring they comply with the Agreement. Ken may suspend or revoke access for any Authorized User who violates the Agreement or presents a security, legal, or operational risk.

4.3 Client cooperation. Client must timely provide reasonably requested information, approvals, access, materials, target audience descriptions, suppression lists, product information, compliance restrictions, CRM or calendar access needed for attribution, and any other materials needed to perform the Services.

4.4 Approval requests. If Ken formally requests approval for targeting, copy, Campaign settings, sender identity, domains, or other Campaign items, Client must provide approval, rejection, or specific feedback within two business days unless the Service Agreement states otherwise. If Client does not respond within that period, Ken may proceed according to the Service Agreement, pause the affected work, or treat the item as approved, depending on Campaign settings and risk.

4.5 Client-caused delays. If a Campaign, onboarding, launch, report, export, or other work is delayed due to Client's failure to provide timely information, access, payment, approvals, or feedback, billing will continue and timelines may be extended, except to the extent the delay is materially caused by Ken.

4.6 Client approvals. Client is responsible for reviewing and approving Campaign strategy, content, offers, claims, sender identity, target audiences, and geographic scope. Ken may rely on approvals provided by Client or its Authorized Users through email, the Platform, messaging tools, recorded calls, or other agreed channels.

5. Fees, Billing, Taxes, and Cancellation

5.1 Fees. Client will pay all fees set out in the applicable Service Agreement, Order Form, invoice, or online checkout, including subscription fees, contact volume fees, overage fees, performance fees, usage fees, setup fees, and any other agreed fees. These Terms do not state exact pricing.

5.2 Performance fees. If performance fees apply, the applicable Service Agreement will define the performance event, attribution rules, dispute procedure, payment timing, no-show and reschedule rules, and any post-termination payment obligations.

5.3 Payment authorization. Client authorizes Ken and its payment processors to charge Client's approved payment method for all fees, taxes, and charges due. Client must keep payment information accurate and current.

5.4 Invoices. Unless the Service Agreement states otherwise, invoices are due upon receipt. Amounts not disputed in good faith within ten days after invoice date are deemed accepted. Ken may continue to charge undisputed amounts while a dispute is pending.

5.5 Late payment. If Client fails to pay amounts when due, Ken may suspend Services, withhold exports or Deliverables, reduce service levels, or terminate the Agreement. Overdue amounts may accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower, plus reasonable collection costs.

5.6 Taxes. Fees are exclusive of taxes unless expressly stated otherwise. Client is responsible for all sales, use, VAT, GST, withholding, or similar taxes, except taxes based on Ken's net income. If Client is required to withhold taxes, Client must gross up payments so Ken receives the full amount due, unless prohibited by law.

5.7 Automatic renewal. If a Service Agreement or online checkout provides for recurring billing, the subscription will renew automatically for the stated renewal period unless canceled according to the cancellation procedure in the Service Agreement or checkout flow. Ken will provide renewal, cancellation, and acknowledgment information as required by Applicable Law.

5.8 Cancellation. Unless the Service Agreement states otherwise, Client may cancel renewal by giving written notice through the agreed cancellation channel before the renewal date. Cancellation takes effect at the end of the then-current paid period unless Ken agrees otherwise in writing.

5.9 No refunds. Except where required by Applicable Law or expressly stated in a Service Agreement, fees are non-refundable and non-creditable, including for partial service periods, unused contact volume, unused features, client-caused delays, or early cancellation.

5.10 Chargebacks. Client must not initiate a chargeback for amounts validly due without first attempting to resolve the dispute with Ken. Unauthorized or improper chargebacks may result in suspension or termination.

6. Client Responsibilities, Legal Compliance, and Geo-Compliance

6.1 General compliance. Client is responsible for ensuring that Client's use of the Services, Client Content, offers, claims, target audiences, uploaded data, approved Campaigns, and use of exported data comply with Applicable Law.

6.2 Marketing and data protection laws. Client represents and warrants that it will comply with all applicable marketing, privacy, and data protection laws, including where applicable the CAN-SPAM Act, GDPR, UK GDPR, EU ePrivacy rules, UK PECR, CASL, Australia's Spam Act, CCPA/CPRA, other U.S. state privacy laws, consumer protection laws, platform rules, and industry-specific rules.

6.3 Geographic scope. Client must identify the countries, states, provinces, industries, and recipient categories targeted by each Campaign. Client must notify Ken of any restricted jurisdictions, heightened consent requirements, regulated audiences, or internal compliance requirements before launch. Ken may geo-fence, limit, suspend, or decline Campaigns targeting jurisdictions or recipient categories with heightened requirements.

6.4 Uploaded data. Client represents and warrants that it has all rights, permissions, notices, consents, legal bases, and authority needed to provide Client Data to Ken and to instruct Ken to process it for the Services.

6.5 Suppression lists. Client must provide Ken with applicable suppression lists, customer lists, competitor lists, do-not-contact lists, and other exclusions before any Campaign launch and promptly update them during the engagement.

6.6 Offers and claims. Client is solely responsible for the truthfulness, substantiation, legality, and non-misleading nature of Client's products, services, offers, testimonials, pricing, comparisons, guarantees, savings claims, performance claims, and advertising claims.

6.7 Opt-outs. Client must promptly notify Ken of opt-outs, objections, complaints, unsubscribe requests, or data subject requests received by Client relating to a Campaign. Ken will use commercially reasonable controls to honor suppression signals within the Services. Where stricter law applies, opt-outs should be honored without undue delay.

6.8 No Restricted Data. Client must not upload or provide Restricted Data unless Ken expressly agrees in writing and any required additional safeguards, consents, and terms are in place.

7. Outbound Compliance, Sender Identity, and Suppression

7.1 Shared responsibility. Client acknowledges that both Client and Ken may have legal obligations for outbound Campaigns. Client is responsible for the legality of its offer, target audience, Client Content, uploaded data, approvals, required consents and notices, and use of Campaign outputs. Ken is responsible for operating the Services using commercially reasonable suppression, unsubscribe, deliverability, and sending controls according to documented Campaign settings.

7.2 Sender identity. Client must provide accurate sender identity information, including legal entity name, brand name, mailing address, domain preferences, and any required footer or identification information. Ken will not knowingly use materially false or misleading header information, sender information, subject lines, or routing information.

7.3 Unsubscribe mechanisms. Campaign emails must include a legally appropriate opt-out or unsubscribe mechanism unless Ken approves an alternative lawful approach in writing. Ken may manage unsubscribe links, reply-based opt-outs, suppression, and related workflows.

7.4 Suppression controls. Ken may maintain Suppression Data to prevent future outreach, honor opt-outs, document compliance, and protect deliverability. Ken may retain minimal suppression identifiers even after termination where reasonably necessary for compliance, fraud prevention, security, or avoiding future contact.

7.5 Complaints. Client must promptly cooperate with Ken regarding spam complaints, legal notices, platform inquiries, ad platform reviews, domain or inbox complaints, data subject requests, and regulator inquiries.

8. Data, Licenses, and Intellectual Property

8.1 Ken ownership. Ken owns and retains all rights, title, and interest in and to the Ken Materials, Ken Database, Platform, Services, software, source code, infrastructure, prompts, models, workflows, templates, frameworks, scoring systems, databases, know-how, Usage Data, and related intellectual property.

8.2 Client ownership. Client owns and retains all rights in Client Data and Client Content. Subject to Client's payment obligations and compliance with the Agreement, Client also owns Client-specific final email copy and Client-specific Deliverables created for Client, excluding Ken Materials, Ken-Sourced Data, templates, frameworks, prompts, methods, and generalized learnings.

8.3 License to Ken. Client grants Ken a worldwide, non-exclusive, royalty-free license to host, use, copy, process, transmit, display, modify, create derivative works from, and otherwise process Client Data and Client Content as necessary to provide, secure, support, analyze, and improve the Services, comply with law, enforce the Agreement, and create deidentified or aggregated Usage Data.

8.4 Aggregated and deidentified data. Ken may use Usage Data and deidentified or aggregated data to operate, improve, benchmark, secure, market, and develop the Services, provided that Ken does not identify Client or disclose Client's Confidential Information except as permitted by the Agreement.

8.5 Ken Database. The Ken Database currently includes approximately 300 million business profiles and companies, but size, coverage, freshness, fields, sources, and availability may fluctuate over time due to refresh, validation, deduplication, removals, source availability, and compliance requirements. Ken does not guarantee that any data will be complete, current, error-free, or available for a particular Prospect, company, geography, or industry.

8.6 Ken-Sourced Data license. Ken-Sourced Data is licensed, not sold, assigned, or transferred. Subject to Client's payment obligations and compliance with the Agreement, Ken grants Client a limited, non-exclusive, non-transferable, non-sublicensable license to use Ken-Sourced Data delivered to Client solely for Client's internal B2B sales and marketing purposes.

8.7 Restrictions on Ken-Sourced Data. Client must not resell, sublicense, publish, scrape, disclose, distribute, transfer, contribute, or make available Ken-Sourced Data to any third party, except to Client's service providers acting on Client's behalf under confidentiality and compliance obligations. Client must not use Ken-Sourced Data to build or improve a competing database or service; for consumer marketing; for credit, insurance, housing, employment, education, lending, eligibility, or similar decisions; for sensitive category targeting; for unlawful discrimination; or for any purpose prohibited by Applicable Law, data provider restrictions, or the Agreement.

8.8 Exported data. Client is responsible for all use of exported data after export, including honoring opt-outs, deletion requests, platform restrictions, retention limits, and Applicable Law.

8.9 Feedback. If Client provides feedback, suggestions, ideas, or recommendations, Ken may use them without restriction or obligation, provided Ken does not disclose Client's Confidential Information.

8.10 No reverse engineering. Client must not reverse engineer, decompile, disassemble, scrape, crawl, copy, benchmark, or attempt to extract the source code, models, prompts, logic, architecture, or databases of the Services, except to the extent Applicable Law prohibits this restriction.

9. AI Features and Generated Content

9.1 AI-assisted Services. Ken may use AI systems, model providers, model-routing providers, prompt workflows, scoring systems, automation, and human review to generate, evaluate, personalize, classify, rewrite, summarize, and improve Campaign content and workflows.

9.2 Provider restrictions. Where Ken uses third-party AI providers as subprocessors or service providers, Ken will use commercially reasonable measures and contractual or platform terms designed to prevent Client Data and Prospect Data submitted through the Services from being used to train those providers' general-purpose base models, except where Client expressly authorizes otherwise.

9.3 Client responsibility. Generated Content may be inaccurate, incomplete, offensive, non-compliant, or unsuitable. Client is responsible for reviewing and approving Generated Content, Client-specific messaging, offers, claims, and target audiences before use, unless Client has authorized Ken to operate without pre-send approval.

9.4 No guarantee of uniqueness. AI-generated or template-based content may be similar to content generated for others or otherwise available. Ken does not guarantee exclusivity or uniqueness except for Client-specific Confidential Information.

10. Retargeting, Ad Platform Integrations, and Audience Sync

10.1 Optional integrations. If enabled under a Service Agreement or Campaign settings, Ken may help sync eligible Ad Audience Data to supported advertising platforms, analytics tools, CRM systems, or other Third-Party Services.

10.2 Client authorization and responsibility. Client may only enable or instruct Ken to use ad platform integrations for data that Client has the legal right and platform-policy right to use for advertising, matching, retargeting, lookalike audience creation, measurement, and related purposes. Client is responsible for all required notices, consents, opt-outs, certifications, platform terms, and privacy policy disclosures.

10.3 Hashed identifiers. Ad Audience Data may include hashed identifiers such as hashed business email addresses. Hashing does not necessarily make data anonymous and such identifiers may still be considered personal information or personal data.

10.4 Platform rules. Client must comply with Meta, Google, LinkedIn, and any other applicable ad platform rules. Ken may refuse, disable, limit, or suspend any ad integration if Ken believes it may violate law, platform rules, user rights, or Ken's risk policies.

10.5 No platform guarantee. Ken does not guarantee that any ad platform will accept, match, deliver, or maintain any audience, conversion event, or integration.

11. Domains, Inboxes, and Sending Infrastructure

11.1 Ken-managed infrastructure. Unless a Service Agreement states otherwise, Ken may purchase, configure, control, operate, rotate, suspend, archive, or retire sending domains, inboxes, DNS records, SMTP infrastructure, IPs, warmup infrastructure, tracking domains, and related systems as part of the subscription.

11.2 Domain ownership. By default, if Ken purchases domains as part of the subscription, Ken owns or controls those domains and related infrastructure. If Client wants to own domains, Client must purchase and maintain those domains itself and provide Ken with the access needed to configure and operate them.

11.3 Client-owned domains. If Client provides Client-owned domains or inboxes, Client grants Ken permission to configure, access, send from, monitor, warm, rotate, suspend, and otherwise operate them for the Services. Client acknowledges that outbound activity may affect domain, IP, and inbox reputation.

11.4 Sender identity and redirects. Ken may configure alternative domains to redirect to Client's website and may configure sender names, tracking links, authentication records, and related infrastructure. Client must approve or provide accurate brand and sender information. Ken will not knowingly operate deceptive sender identities.

11.5 Post-termination infrastructure. Upon termination, Ken may close, archive, suspend, delete, or repurpose Ken-owned domains, inboxes, and infrastructure. Ken is not required to transfer Ken-owned domains or inboxes unless the applicable Service Agreement expressly requires it. Client-owned domains remain Client's property.

11.6 Optional paid buyout of Ken-purchased domains. Client may request to buy out and transfer one or more domains that Ken purchased for Client's Campaigns. Any buyout or transfer is subject to Ken's written approval, payment of all outstanding amounts, payment of the agreed buyout or transfer fee, registrar requirements, security review, deliverability review, and any third-party restrictions. Unless expressly agreed in writing, a domain buyout transfers only the domain name and does not transfer Ken's software, inbox infrastructure, sending infrastructure, templates, tracking systems, warmup systems, logs, analytics, suppression records, or other Ken Materials. Domains are transferred as-is, and Ken does not guarantee the domain's reputation, deliverability, inbox placement, blacklist status, future performance, or eligibility for any platform after transfer. Ken may refuse a transfer where Ken reasonably believes transfer would create legal, security, deliverability, privacy, brand, or operational risk.

12. Privacy, Data Processing, and Security

12.1 Privacy Policy. Ken's Privacy Policy describes how Ken collects, uses, discloses, and protects personal information. Client must provide any privacy notices and obtain any consents required for Client's use of the Services.

12.2 Data Processing Addendum. The Data Processing Addendum applies where Ken processes Client Personal Data as a processor, service provider, or contractor on behalf of Client. The DPA is incorporated into the Agreement.

12.3 Security. Ken will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect Client Data. Ken's safeguards may include access controls, authentication, encryption where appropriate, logging, monitoring, backups, vendor review, and incident response practices. No system is completely secure, and Ken does not guarantee absolute security.

12.4 Security incidents. Ken will notify Client of confirmed security incidents involving Client Personal Data as required by the DPA and Applicable Law.

12.5 No certifications. Unless Ken expressly states otherwise in writing, Ken does not represent that it currently maintains SOC 2, ISO 27001, or similar third-party certification.

13. Confidentiality and Publicity

13.1 Confidentiality obligations. The receiving party will protect the disclosing party's Confidential Information using at least reasonable care and will use Confidential Information only to perform or receive the Services, exercise rights, comply with law, or enforce the Agreement. The receiving party may disclose Confidential Information to its employees, contractors, advisors, Affiliates, subprocessors, and service providers who need to know it and are bound by confidentiality obligations.

13.2 Exclusions. Confidential Information does not include information that is or becomes public without breach; was known to the receiving party without confidentiality restriction; is independently developed without use of the Confidential Information; is lawfully received from a third party without confidentiality restriction; or is approved for disclosure in writing.

13.3 Compelled disclosure. The receiving party may disclose Confidential Information if required by law, subpoena, court order, or governmental authority, provided it gives the disclosing party prompt notice where legally permitted and reasonably cooperates with efforts to limit disclosure.

13.4 Return or destruction. Upon written request or termination, the receiving party will return or destroy Confidential Information, except that it may retain copies in backups, legal files, compliance records, suppression systems, and archival systems subject to confidentiality obligations.

13.5 Duration. Confidentiality obligations continue for five years after disclosure, except trade secrets remain protected for as long as they remain trade secrets under Applicable Law.

13.6 Publicity. Unless a Service Agreement states otherwise or Client objects in writing, Ken may identify Client as a customer and use Client's name and logo in customer lists, websites, pitch decks, and marketing materials. Ken will not publish a case study, testimonial, detailed Campaign strategy, or Client-identifying performance metrics without Client's prior written approval.

13.7 Equitable relief. A breach of confidentiality or intellectual property obligations may cause irreparable harm. The non-breaching party may seek injunctive or equitable relief without posting bond, in addition to other remedies.

14. Acceptable Use and Prohibited Campaigns

14.1 General restrictions. Client must not use the Services, Ken-Sourced Data, or Deliverables for unlawful, deceptive, abusive, harmful, discriminatory, infringing, or fraudulent purposes.

14.2 Prohibited content and activities. Client must not use the Services for Campaigns or content that involve: (a) illegal products or services; (b) deceptive, false, or misleading claims; (c) phishing, malware, credential harvesting, scams, impersonation, or spoofing; (d) defamatory, harassing, threatening, hateful, or abusive content toward any person, company, competitor, or group; (e) political election, candidate, party, ballot measure, or political persuasion content; (f) adult sexual content, gambling, weapons, controlled substances, tobacco, nicotine, or other highly regulated products unless expressly approved by Ken; (g) credit, housing, employment, insurance, lending, education admissions, or eligibility decisions; (h) sensitive personal data or sensitive-category targeting; (i) infringement or misappropriation of intellectual property, publicity, or privacy rights; (j) unauthorized scraping or data harvesting; (k) attempts to bypass security, deliverability, rate limits, or compliance controls; or (l) any activity that Ken reasonably believes presents legal, reputational, security, deliverability, or platform risk.

14.3 Right to refuse content. Ken may refuse to create, approve, send, host, or support any Campaign, list, copy, segment, audience, domain, sender identity, or content based on its content, target audience, jurisdiction, risk profile, deliverability impact, or suspected violation of the Agreement or Applicable Law.

14.4 Investigations. Ken may investigate suspected violations and may remove content, disable features, suspend Campaigns, or restrict Account access during an investigation.

15. Third-Party Services

15.1 Use of Third-Party Services. The Services may interoperate with Third-Party Services, including email providers, domain registrars, AI providers, data providers, ad platforms, payment processors, CRM systems, analytics providers, and cloud infrastructure.

15.2 Third-party terms. Client's use of Third-Party Services may be subject to separate terms, policies, permissions, and fees. Ken is not responsible for Third-Party Services, their availability, their processing, their policies, or their acts or omissions.

15.3 Changes by third parties. Third-Party Services may change, suspend, reject, or discontinue features, integrations, policies, APIs, audiences, accounts, or data. Ken is not liable for such changes but may attempt commercially reasonable workarounds.

16. Disclaimers and No Guaranteed Results

16.1 As-is. Except as expressly stated in the Agreement, the Services, Platform, Ken-Sourced Data, Generated Content, Third-Party Services, and Deliverables are provided "as is" and "as available."

16.2 No implied warranties. To the maximum extent permitted by law, Ken disclaims all warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, and uninterrupted or error-free operation.

16.3 No guaranteed outcomes. Ken does not guarantee deliverability, inbox placement, open rates, click rates, reply rates, positive reply rates, meetings, pipeline, revenue, conversions, return on investment, data accuracy, ad platform match rates, or any other business outcome. Any benchmarks, averages, case studies, examples, or historical results are informational and are not a promise of future performance.

16.4 No legal compliance guarantee. Ken provides tools and operational controls to support compliance, but Client is responsible for determining the legality of its Campaigns, data, consents, notices, offers, and target audiences.

17. Indemnification

17.1 Client indemnity. Client will defend, indemnify, and hold harmless Ken, its Affiliates, and their officers, directors, employees, contractors, agents, and representatives from and against any third-party claims, damages, penalties, fines, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to: (a) Client Data, Client Content, Client products, Client services, Client offers, or Client claims; (b) Client's breach of the Agreement; (c) Client's violation of Applicable Law or third-party rights; (d) Client's uploaded lists, suppression lists, consents, notices, legal bases, targeting instructions, or approvals; (e) Campaigns sent or approved based on Client instructions; (f) Client's use of exported data, Ken-Sourced Data, Generated Content, or Deliverables; (g) Client's use of Third-Party Services or ad platforms; or (h) regulated, prohibited, or restricted Campaigns requested or approved by Client.

17.2 Ken indemnity. Ken will defend Client against any third-party claim alleging that Ken-owned software or Ken Materials, as provided by Ken and used in accordance with the Agreement, directly infringe a U.S. patent, copyright, trademark, or trade secret, and will pay damages finally awarded or settlement amounts approved by Ken. Ken has no obligation for claims arising from Client Data, Client Content, Ken-Sourced Data, Generated Content, Third-Party Services, modifications not made by Ken, use outside the Agreement, combination with items not provided by Ken, or Client's continued use after Ken provides a non-infringing alternative.

17.3 Remedies for infringement. If the Services are or may be subject to an infringement claim, Ken may, at its option, procure the right to continue providing the Services, modify or replace the Services, or terminate the affected Services and provide a pro rata refund of prepaid unused fees for the terminated portion.

17.4 Procedure. The indemnified party must promptly notify the indemnifying party of the claim, provide reasonable cooperation, and allow the indemnifying party to control defense and settlement. The indemnifying party may not settle a claim in a way that admits fault or imposes non-monetary obligations on the indemnified party without consent, not to be unreasonably withheld.

18. Limitation of Liability

18.1 Exclusion of damages. To the maximum extent permitted by law, neither party will be liable for indirect, incidental, consequential, special, exemplary, punitive, enhanced, or lost-profit damages; loss of revenue; loss of goodwill; loss of data; business interruption; or cost of substitute services, even if advised of the possibility of such damages.

18.2 General cap. Except for excluded claims, each party's total aggregate liability arising out of or relating to the Agreement will not exceed the amounts paid or payable by Client to Ken under the applicable Service Agreement during the six months before the event giving rise to liability.

18.3 Higher cap for Ken privacy and security claims. Ken's total aggregate liability for claims arising from Ken's breach of the DPA or Ken's breach of its security obligations will not exceed the amounts paid or payable by Client to Ken under the applicable Service Agreement during the twelve months before the event giving rise to liability.

18.4 Excluded claims. The caps in Sections 18.2 and 18.3 do not apply to: (a) Client's payment obligations; (b) Client's indemnity obligations; (c) Client's misuse of Ken-Sourced Data, Ken Materials, or the Services; (d) a party's breach of confidentiality obligations; (e) a party's infringement or misappropriation of the other party's intellectual property rights; (f) gross negligence, willful misconduct, or fraud; or (g) liability that cannot be limited by law.

18.5 Basis of bargain. The limitations in this Section are fundamental to the Agreement and apply regardless of the legal theory of liability.

19. Suspension, Termination, Export, and Retention

19.1 Suspension. Ken may suspend or limit Services immediately if Ken reasonably believes: (a) Client has breached the Agreement; (b) payment is overdue; (c) a Campaign, list, content, instruction, integration, domain, or Account may violate Applicable Law, platform rules, third-party terms, deliverability standards, security requirements, or the Agreement; (d) Client's use creates risk to Ken, other clients, infrastructure, reputation, or deliverability; or (e) suspension is required by law or a third party.

19.2 Termination for convenience. Either party may terminate a Service Agreement according to the termination and notice terms in that Service Agreement. If no termination period is stated, either party may terminate renewal by written notice before the next renewal date.

19.3 Termination for cause. Either party may terminate the Agreement or affected Services if the other party materially breaches and fails to cure within fourteen days after written notice. Ken may terminate immediately for non-payment, unlawful use, prohibited campaigns, security risks, data misuse, or conduct that cannot reasonably be cured.

19.4 Effect of termination. Upon termination, Client must pay all outstanding fees, including fees for Services performed, the full fees for any non-cancellable billing period, and any performance fees or post-termination fees stated in the Service Agreement. Ken may stop Campaigns, disable access, suspend integrations, and archive or delete workspace data according to this Section.

19.5 Export window. Unless the Service Agreement states otherwise, Client may request an export of available Client Data and Campaign exports before termination or within fourteen days after the effective termination date. After that period, Ken is not obligated to provide exports and may archive or delete data according to its retention practices.

19.6 Retention after termination. After termination or cancellation, Ken may archive data and may delete or make unavailable active copies of uploaded lead lists, replies, inboxes, Ken-Sourced Data delivered to Client, workspace-level opt-out lists, Campaign analytics, and related workspace data after fourteen days. Ken may retain billing records, tax records, legal records, security logs, backup copies, deidentified or aggregated data, meeting attribution records, and minimal Suppression Data as needed for compliance, dispute resolution, security, fraud prevention, legal obligations, or enforcement of the Agreement.

19.7 Survival. Sections relating to fees, payment, data licenses and restrictions, intellectual property, confidentiality, disclaimers, indemnification, limitations of liability, dispute resolution, retention, and any provisions that by nature should survive will survive termination.

20. Changes to These Terms

20.1 Updates. Ken may update these Terms from time to time by posting an updated version on its website or providing notice through the Services, email, or other reasonable means.

20.2 Material changes. Material changes will take effect on the date stated in the notice or, if no date is stated, thirty days after notice. Changes required by law, security, or third-party terms may take effect immediately.

20.3 Continued use. Continued use of the Services after changes take effect constitutes acceptance. If Client does not agree to material changes, Client must stop using the Services and may terminate renewal as permitted by the applicable Service Agreement.

21. Governing Law and Dispute Resolution

21.1 Governing law. The Agreement is governed by the laws of the State of Delaware, without regard to conflict-of-law rules.

21.2 Good-faith escalation. Before initiating arbitration, a party must provide written notice describing the dispute and allow thirty days for good-faith business escalation, unless the party seeks injunctive relief or the dispute involves confidentiality, intellectual property, security, data misuse, non-payment, or urgent harm.

21.3 Arbitration. Any dispute arising out of or relating to the Agreement will be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will be conducted by one arbitrator. The legal seat of arbitration will be Wilmington, Delaware. Hearings may be conducted remotely unless the arbitrator requires otherwise. The language of arbitration will be English.

21.4 Courts for support and enforcement. The state and federal courts located in Delaware will have exclusive jurisdiction over actions to compel arbitration, enforce an arbitration award, seek injunctive or equitable relief, or address claims not subject to arbitration. Each party consents to personal jurisdiction and venue in those courts.

21.5 Small claims. Either party may bring an individual claim in small claims court if the claim qualifies and remains only in that court.

21.6 Class action waiver. Disputes must be brought only on an individual basis. Neither party may bring or participate in a class, collective, consolidated, private attorney general, or representative action, except where this waiver is prohibited by law.

21.7 Jury trial waiver. To the extent any dispute proceeds in court, each party knowingly waives any right to a jury trial.

21.8 Injunctive relief. Either party may seek injunctive or equitable relief in court for actual or threatened misuse of intellectual property, Confidential Information, data, security credentials, or the Services.

22. General Terms

22.1 Notices. Ken may provide notices by email, through the Platform, by posting to the website, or by other reasonable means. Notices to Ken must be sent to [email protected] and, for legal notices, to Ken Technology LLC, 131 Continental Dr, Suite 305, Newark, DE 19713, United States, unless Ken designates another address.

22.2 Assignment. Client may not assign or transfer the Agreement without Ken's prior written consent. Ken may assign the Agreement to an Affiliate or in connection with a merger, acquisition, financing, reorganization, or sale of assets. Any prohibited assignment is void.

22.3 Force majeure. Neither party is liable for delay or failure to perform due to events beyond its reasonable control, including acts of God, natural disasters, labor disputes, internet or telecommunications failures, cloud provider outages, third-party platform changes, cyberattacks, war, terrorism, civil unrest, government action, sanctions, epidemics, or power failures.

22.4 Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable.

22.5 No waiver. Failure to enforce a provision is not a waiver. Waivers must be in writing and signed by the waiving party.

22.6 Independent contractors. The parties are independent contractors. The Agreement does not create a partnership, joint venture, agency, fiduciary, employment, or franchise relationship.

22.7 Export controls and sanctions. Client must not use the Services in violation of export control or sanctions laws, or for the benefit of restricted parties or embargoed jurisdictions.

22.8 Entire agreement. The Agreement is the entire agreement between the parties regarding its subject matter and supersedes prior or contemporaneous agreements, proposals, representations, and understandings regarding that subject matter.

22.9 Contact. Questions about these Terms may be sent to [email protected].