These Terms of Service (the "Terms") govern access to and use of the Services provided by Klarefi B.V. ("Klarefi," "we," "us," or "our"). Klarefi is an AI-assisted intake operating system for regulated businesses. The Services may include hosted intake, operator workspace tools, workflow automation, evidence-backed extraction, gap resolution, review routing, reporting, and integrations.

These Terms are intended primarily for business customers. A customer may accept these Terms by: (a) signing an Order Form, Subscription Order, Statement of Work, or similar ordering document that references these Terms; (b) clicking to accept them; or (c) accessing or using the Services. If an applicable Order Form exists, it is incorporated into these Terms by reference and will control in the event of a conflict on commercial or service-specific matters.

If a customer purchases or accesses the Services without a signed Order Form, these Terms still apply, together with any pricing, packaging, or checkout terms expressly presented at the time of purchase or activation. Public website pricing is informational only unless expressly stated otherwise.

For purposes of these Terms:

• "Authorized User" means an individual authorized by Customer to access or use the Services on Customer's behalf.
• "Beta or Preview Feature" means any feature, functionality, integration, or service identified as beta, preview, early access, pilot, limited release, or similar.
• "Customer" means the business entity entering into these Terms or the applicable Order Form.
• "Customer Data" means data, documents, submissions, content, prompts, workflow inputs, files, and other materials submitted to, stored in, transmitted through, or otherwise made available to the Services by or on behalf of Customer or its end users.
• "Order Form" means any order form, subscription order, statement of work, proposal, or similar commercial document executed by the parties or otherwise accepted by Customer that references these Terms.
• "Processed Intake" means the canonical billable usage unit for the Services. A Processed Intake becomes billable when an intake reaches one of the following milestone states: (a) applicant-complete and ready for specialist review; (b) decision-ready or completed; or (c) explicitly classified as review-required after bounded intake resolution. A Processed Intake is not measured by pages, tokens, facts, seats, uploads, documents, or model calls.
• "Proof Sprint" means a paid, scoped implementation, onboarding, workflow-launch, or validation engagement offered by Klarefi before or alongside a subscription, as described in an applicable Order Form.
• "Services" means Klarefi's hosted software, APIs, workflows, operator tools, documentation, and related services made available under these Terms.
• "Usage Records" means Klarefi's service logs, metering records, audit events, system reports, and similar records maintained for billing, support, fraud prevention, and service administration.

Klarefi provides software infrastructure to support intake operations, especially in regulated environments. Depending on the subscribed package, entitlements, and configuration, the Services may support hosted intake experiences, operator workspaces, workflow automation, evidence-linked extraction, gap resolution, review queues, routing, APIs, webhooks, integrations, analytics, and administrative controls.

The Services assist intake and review workflows. They do not make legal, underwriting, insurance, claims, medical, compliance, or other regulated decisions on Customer's behalf unless expressly stated in a written agreement, and no such authority is granted under these Terms.

The Services are offered for business and organizational use only. By accepting these Terms, the individual doing so represents that they are of legal age and have authority to bind the Customer. The Services are not intended for personal, family, or household use.

Customer is responsible for its organization account, including the designation of administrators, management of Authorized Users, and the confidentiality of login credentials. Customer will promptly revoke access for any person who is no longer authorized to use the Services.

Customer is responsible for all acts and omissions of its Authorized Users and any person accessing the Services through Customer's accounts or systems, except to the extent caused by Klarefi's breach of these Terms.

Customer will:

• use the Services only for lawful business purposes and in accordance with these Terms and the applicable Order Form;
• provide accurate setup information, workflow requirements, and implementation inputs reasonably needed for service delivery;
• obtain and maintain all rights, consents, notices, and approvals required to provide Customer Data and use the Services;
• configure and operate its workflows, escalation paths, and review processes responsibly;
• remain responsible for regulatory compliance, customer-facing notices, legally required review steps, and downstream decisions or actions taken based on the Services; and
• provide reasonable cooperation for onboarding, support, security, and any Proof Sprint activities.

Customer will not, and will not permit others to:

• access or use the Services in violation of law, regulation, third party rights, or binding contractual restrictions;
• interfere with, disrupt, probe, or bypass any security or integrity mechanism of the Services;
• reverse engineer, decompile, or attempt to derive source code, models, or underlying components of the Services, except where such restriction is prohibited by non-waivable law;
• use the Services to develop or benchmark a competing service in a manner that is abusive, deceptive, or beyond reasonable evaluation;
• upload malware, harmful code, fraudulent submissions, or data that Customer is not authorized to use;
• use the Services to send spam, generate deceptive content, or process clearly unlawful or unauthorized instructions;
• rely on the Services for fully autonomous high-risk or regulated decisions without appropriate human review and controls; or
• attempt to access another customer's environment, data, or usage records.

As between the parties, Customer retains all right, title, and interest in and to Customer Data. Customer grants Klarefi a non-exclusive right to host, use, process, transmit, display, and otherwise handle Customer Data solely as necessary to provide, secure, support, improve, and administer the Services, and as otherwise permitted by these Terms, the applicable Order Form, or applicable law.

Customer is solely responsible for the accuracy, quality, legality, and provenance of Customer Data and for the instructions Customer gives through the Services. Customer represents that it has all necessary rights and lawful bases to provide Customer Data to Klarefi and to instruct Klarefi to process it.

Certain features of the Services use automated or AI-assisted methods to classify submissions, extract information, identify gaps, generate suggested next steps, or present structured outputs. Such outputs may be probabilistic, incomplete, inaccurate, inconsistent, or not suited to a particular purpose without review.

Customer understands that the Services assist workflow execution and information handling. The Services do not guarantee that every extraction, classification, routing, recommendation, or output will be correct, complete, or sufficient for Customer's regulatory or operational requirements.

Klarefi is not a law firm, insurer, claims handler, underwriter, broker, medical provider, or regulated decision-maker. The Services do not constitute legal advice, insurance advice, underwriting advice, claims handling services, compliance advice, medical advice, or any other professional advice or professional service.

Any information, summaries, extracted facts, routing suggestions, or workflow outputs generated by the Services are provided as software functionality only and must not be treated as a substitute for professional judgment.

Customer is solely responsible for all final decisions, determinations, notices, escalations, approvals, denials, classifications, customer communications, and regulated outcomes arising from its use of the Services. Customer must apply appropriate human oversight and review before taking action where review is legally required, commercially prudent, or operationally necessary.

Customer is responsible for designing and maintaining its own review, exception-handling, and escalation procedures. The Services support those processes but do not replace them.

Customer will pay the fees and charges set out in the applicable Order Form or, if no Order Form exists, the fees otherwise presented at the time of purchase or activation. Unless otherwise stated, fees are quoted and payable in the currency identified by Klarefi, are non-cancelable, and are non-refundable except as expressly provided in these Terms or the applicable Order Form.

Order Forms may include recurring platform fees, usage-based fees, annual committed volume, implementation fees, Proof Sprint fees, overages, premium support, white-label services, SSO, enterprise controls, or other commercial terms. Public website pricing or plan descriptions do not override negotiated or customer-specific Order Forms.

Unless an Order Form states otherwise, invoiced amounts are due within thirty (30) days from invoice date. Customer must raise any good-faith invoice dispute within fifteen (15) days of the invoice date and pay all undisputed amounts when due. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum rate allowed by law, plus reasonable collection costs.

Fees are exclusive of taxes, duties, levies, or similar governmental assessments, except taxes based on Klarefi's net income. Customer is responsible for all such taxes associated with its purchases and use of the Services.

Klarefi's canonical billable usage unit is the Processed Intake. Billing is tied to milestone completion, not to pages, tokens, seats, documents, extracted facts, raw uploads, storage volume, or model activity unless an applicable Order Form expressly adds a separate fee component.

A Processed Intake is billable when an intake reaches one of the following milestone states:

• applicant-complete and ready for specialist review;
• decision-ready or completed; or
• explicitly classified as review-required after bounded intake resolution.

Unless otherwise specified in the applicable Order Form or reasonably identifiable from Klarefi's records, the following are excluded from billable Processed Intakes: test sessions, internal demos, duplicate submissions merged into an existing case, and obvious spam or invalid submissions. Order Forms may further define how abandoned intakes, reopened matters, or immediately rejected low-information submissions are treated.

Klarefi may maintain Usage Records for billing and service administration. Those Usage Records are presumptively accurate absent demonstrable error.

Subscription terms, renewal mechanics, minimum commitments, included usage, annual committed volume, platform fees, and overage pricing will be set out in the applicable Order Form. Klarefi may offer monthly, annual, multi-year, or other commercial structures, but the underlying usage metric remains the Processed Intake unless expressly stated otherwise in a separate fee component.

Unless otherwise stated in the applicable Order Form, subscriptions automatically renew for successive renewal terms equal to the initial subscription term, and either party may elect not to renew by giving at least thirty (30) days' prior written notice before the end of the then-current term.

If Customer exceeds included or committed usage, Klarefi may invoice overages at the rate or method set out in the applicable Order Form or, if no Order Form exists, the then-current standard rate. Overage charges are intended to reflect additional usage, not to operate as a penalty.

A Proof Sprint is a paid, one-time engagement unless otherwise stated in an applicable Order Form. A Proof Sprint may include workflow design, implementation support, onboarding, launch preparation, integration support, testing, validation, and initial optimization activities within the scope described in the applicable Order Form or SOW.

Any Proof Sprint timeline is a commercially reasonable target only, not a guaranteed delivery date or performance warranty, unless expressly stated otherwise in the applicable Order Form.

If Klarefi and Customer expressly agree in an Order Form to an operational improvement target for a Proof Sprint, and Klarefi does not achieve that agreed target within the agreed sprint period, Klarefi's sole obligation will be to continue providing scoped optimization support for a bounded remediation period at no additional service fee.

Any such remedy is conditioned on Customer's timely cooperation, availability of required stakeholders, provision of sufficient access, data, and sample materials, completion of implementation dependencies within Customer's control, and adherence to agreed workflow and operating assumptions.

For clarity, this conditional remedy does not create an automatic right to a refund, credit, fee reversal, or termination right unless the applicable Order Form expressly states otherwise.

Klarefi may modify, update, enhance, or discontinue portions of the Services from time to time, provided that we will use commercially reasonable efforts to avoid materially degrading the core functionality of subscribed Services during an active term. Some features may be plan-gated, entitlement-gated, usage-gated, region- gated, or dependent on enterprise configuration.

Beta or Preview Features may be changed, suspended, or discontinued at any time and may be subject to additional terms.

The Services may interoperate with third-party products, systems, content, or services. Customer is responsible for obtaining and maintaining any third-party rights, licenses, accounts, credentials, and consents required for those integrations.

Klarefi is not responsible for third-party services, including their availability, security, accuracy, functionality, or terms, except to the extent expressly stated in a written agreement.

Klarefi and its licensors retain all right, title, and interest in and to the Services, including all software, APIs, documentation, designs, workflows, usage data, model configurations, service improvements, and related intellectual property, except for Customer Data and Customer's own marks.

Subject to these Terms and the applicable Order Form, Klarefi grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the applicable term to access and use the Services for Customer's internal business purposes.

If Customer or its Authorized Users provide feedback, suggestions, or ideas relating to the Services, Klarefi may use them without restriction or obligation, provided that this does not grant Klarefi rights in Customer Data beyond those set out in these Terms.

Each party receiving Confidential Information ("Recipient") will use the other party's Confidential Information only as necessary to perform or exercise its rights under these Terms and will not disclose such information to third parties except to its employees, contractors, advisors, and service providers who have a need to know and are bound by confidentiality obligations at least as protective as those in these Terms.

"Confidential Information" means non-public information disclosed by or on behalf of a party that should reasonably be understood as confidential, including Customer Data, non-public product information, security information, roadmaps, technical materials, and commercial terms. Confidential Information does not include information that is or becomes public without breach, was already lawfully known, is independently developed without use of the other party's Confidential Information, or is lawfully received from a third party without restriction.

A Recipient may disclose Confidential Information if required by law, subpoena, or court order, provided it gives notice where legally permitted and reasonably cooperates with efforts to limit disclosure.

Klarefi will maintain reasonable administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, use, alteration, or disclosure. Additional security commitments, audit rights, response obligations, retention controls, or service levels apply only if expressly set out in an applicable Order Form, security addendum, or other written agreement.

Klarefi's handling of personal data is described in its Privacy Policy. To the extent Klarefi processes personal data on Customer's behalf in connection with the Services, the applicable data processing addendum, privacy addendum, or Order Form terms will govern. Customer remains responsible for determining whether and how the Services may be used in its regulated environment and for providing any required notices to data subjects.

Klarefi may suspend or limit access to the Services, in whole or in part, if reasonably necessary to: (a) prevent or respond to a security incident; (b) address fraud, abuse, or unlawful use; (c) prevent material harm to the Services or other customers; (d) comply with law or governmental request; (e) address Customer's material breach of these Terms, including nonpayment; or (f) reduce material operational or regulatory risk.

Where practicable, Klarefi will provide advance notice of suspension and an opportunity to cure, but we may act immediately where urgent action is reasonably required.

These Terms begin when accepted and continue until all subscriptions, Order Forms, and use of the Services have ended. The term of each subscription or Proof Sprint will be set out in the applicable Order Form.

Either party may terminate these Terms or an applicable Order Form for material breach if the other party fails to cure that breach within thirty (30) days after receiving written notice, except where a shorter or longer cure period is specified in the applicable Order Form. Either party may terminate immediately if the other party becomes insolvent, ceases business operations, or if a breach is not capable of cure.

Upon expiration or termination, Customer's right to access and use the Services will end, except as otherwise stated in the applicable Order Form. Customer remains responsible for all fees accrued through the effective date of termination.

Any post-termination access to Customer Data, export assistance, retention period, or deletion timing will be governed by the applicable Order Form, data processing terms, or Klarefi's standard retention practices then in effect. Sections that by their nature should survive termination will survive, including provisions relating to fees owed, confidentiality, intellectual property, disclaimers, limitation of liability, indemnity, and dispute resolution.

Except as expressly stated in these Terms or an applicable Order Form, the Services are provided "as is" and "as available." To the maximum extent permitted by law, Klarefi disclaims all implied warranties, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranty arising from course of dealing or usage of trade.

Klarefi does not warrant that the Services will be uninterrupted, error-free, completely secure, or suitable for every workflow or regulated use case. Any service level commitment must be expressly set out in a written SLA or Order Form.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, goodwill, business interruption, or loss of data, arising out of or relating to these Terms, even if advised of the possibility of such damages.

To the maximum extent permitted by law, each party's aggregate liability arising out of or relating to these Terms will not exceed the total amount paid or payable by Customer to Klarefi under the applicable Order Form during the twelve (12) months preceding the event giving rise to the claim. If no Order Form exists, the cap will be the amount paid or payable by Customer to Klarefi for the Services during the same period.

The limitations in this section apply only to the extent permitted by applicable law and may be adjusted by an applicable Order Form. Applicable law may limit how this section applies in some jurisdictions.

Klarefi will defend Customer against any third-party claim alleging that the subscribed Services, when used by Customer as permitted under these Terms, infringe that third party's intellectual property rights, and will pay damages finally awarded or approved in settlement by Klarefi, provided that Customer promptly notifies Klarefi of the claim, allows Klarefi sole control of the defense and settlement, and reasonably cooperates.

Customer will defend Klarefi against any third-party claim arising from Customer Data, Customer's instructions, Customer's unlawful or unauthorized use of the Services, Customer's breach of these Terms, or Customer's regulated decisions, notices, or actions taken using the Services, and will pay damages finally awarded or approved in settlement by Customer, subject to the same notice, control, and cooperation requirements.

Klarefi will have no obligation under this section to the extent a claim arises from Customer Data, third-party services, Customer's modifications, or use of the Services contrary to these Terms or the applicable documentation.

The governing law, venue, and dispute-resolution process will be set out in the applicable Order Form or customer agreement.

Klarefi may update these Terms from time to time. If we make a material change, we will use commercially reasonable efforts to provide notice, such as by posting the updated Terms on our website, notifying administrators through the Services, or sending email notice.

Unless otherwise required by law or necessary for security, legal, or infrastructure reasons, material changes will apply prospectively and, for existing customers with an active Order Form, generally no earlier than renewal or entry into a new Order Form. Continued use of the Services after the effective date of updated Terms constitutes acceptance of those updated Terms.

Questions about these Terms may be sent to mike@klarefi.com. Formal legal notices should be sent to the notice address in the applicable Order Form or customer agreement, unless that document specifies a different notice method.