Terms of Service

1. Acceptance of Terms

By accessing or using the Kyvora platform (“Platform”), you agree to be bound by these Terms of Service (“Terms”).

If you access or use Kyvora on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms. “Customer,” “you,” and “your” refer to the organization using the Platform and its authorized users, as applicable.

If you do not agree to these Terms, do not use the Platform.

YOU MUST BE AT LEAST 18 YEARS OF AGE TO USE THE PLATFORM. By using Kyvora, you represent and warrant that you are at least 18 years old. If you are under 18, do not access or use the Platform.

2. Platform Description and Permitted Use

Kyvora provides an AI-powered recruiting coordination, Candidate outreach, screening, and related workflow platform.

Customer's use of the Platform is also subject to Kyvora's Acceptable Use Policy, and Customer's use of Kyvora messaging is additionally subject to Kyvora's Messaging Policy, each of which is incorporated into these Terms by reference.

Kyvora may support Candidate outreach and recruiting communications through SMS, email, and other communication channels made available through the Platform from time to time. The availability of particular channels or features may vary, and Kyvora may add, modify, limit, or discontinue communication channels as the Platform evolves. Customer is responsible for complying with all laws and requirements applicable to each communication channel Customer uses through the Platform.

Customers may use the Platform only for bona fide recruiting, hiring, staffing, placement, and related employment-coordination purposes and in accordance with these Terms and applicable law.

Customers may not:

• Use the Platform to send unlawful, unsolicited, or non-consensual communications
• Upload or contact individuals where Customer lacks any consent, permission, or other legal basis required for the intended communication
• Upload purchased, scraped, unlawfully obtained, or otherwise impermissible contact lists
• Circumvent or disregard opt-out requests, STOP commands, suppression records, or other communication preferences
• Use the Platform for spam or unlawful commercial messaging
• Use the Platform for any purpose other than bona fide recruiting, staffing, hiring, placement, or employment coordination
• Use the Platform in violation of employment, anti-discrimination, labor, privacy, telecommunications, consumer-protection, export-control, sanctions, or other applicable laws
• Make fully automated employment decisions based solely on Kyvora-generated outputs without appropriate human review
• Upload malicious code, malware, unlawful content, or content that infringes the rights of another person
• Interfere with or disrupt the Platform, including through denial-of-service attacks, abusive automation, attempts to bypass rate limits, or attempts to circumvent security controls
• Reverse engineer, copy, scrape, crawl, decompile, or attempt to extract source code, system prompts, models, scoring logic, workflows, or other non-public Platform functionality
• Resell, sublicense, commercially exploit, or use the Platform to develop a competing product except as expressly authorized by Kyvora in writing

Kyvora may suspend or restrict use that violates these Terms or reasonably creates legal, security, operational, carrier, Candidate, or third-party risk.

3. Messaging Consent and Customer Responsibility

CUSTOMERS ARE RESPONSIBLE FOR ENSURING THAT THEIR USE OF KYVORA FOR CANDIDATE COMMUNICATIONS COMPLIES WITH APPLICABLE LAW.

Customer represents, warrants, and agrees that before initiating Candidate outreach through Kyvora, Customer will obtain and maintain all consent, permission, or other legal authority required for the communications Customer directs Kyvora to send.

Customer must:

• Determine what form of consent or other authorization is required for its communications
• Maintain appropriate and documented evidence of consent or authorization where required by applicable law or Kyvora's Platform requirements
• Provide consent records to Kyvora upon reasonable request when necessary for compliance, investigation, carrier requirements, dispute resolution, or protection of the Platform
• Ensure that consent or authorization appropriately covers the sender and communications being sent where required by law
• Honor Candidate opt-out and revocation requests
• Not knowingly upload or initiate outreach to individuals who have withdrawn applicable consent or previously opted out of the relevant communications
• Comply with the Telephone Consumer Protection Act (“TCPA”), applicable FCC rules, applicable state telecommunications and mini-TCPA laws, carrier requirements, and other applicable communications and privacy laws

Kyvora may impose Platform requirements concerning documentation or evidence of Candidate consent that are more restrictive than the minimum requirements of applicable law as a condition of using the Platform.

Kyvora's Platform processes recognized SMS opt-out commands and maintains suppression information designed to help prevent further Platform messaging following an applicable opt-out. These features do not relieve Customer of its independent legal and compliance responsibilities.

Customer remains responsible for the legality of the Candidate data, recipient lists, campaign instructions, and communications Customer submits, configures, approves, schedules, or initiates through the Platform.

Kyvora is not responsible for Customer's failure to obtain or maintain legally sufficient consent or other required authorization. Customer's indemnification obligations relating to its use of the Platform are described in Section 17.

4. Communications Compliance

Customer is responsible for determining the federal, state, local, carrier, industry, and other requirements applicable to its Candidate communications.

Applicable requirements may vary based on the nature and purpose of a communication, the technology used, the jurisdiction involved, the identity of the sender and recipient, and other circumstances.

Customer must not use Kyvora to circumvent applicable consent, opt-out, identification, disclosure, timing, recordkeeping, or other communications requirements.

Kyvora may implement technical, operational, carrier, or compliance-related restrictions on messaging, including suppression controls, rate limits, sending restrictions, or other safeguards.

Kyvora may suspend messaging or Platform access where Kyvora reasonably believes continued use could violate law, carrier requirements, these Terms, or create material legal, security, operational, or reputational risk.

5. Subscriptions, Credits, Billing, and Payment

Access to the Platform may require a paid subscription and is subject to the pricing, usage limits, seat limits, credits, and other terms applicable to Customer's selected plan.

By purchasing a subscription, Customer authorizes Kyvora and its payment processor to charge the payment method provided for applicable subscription fees, taxes, and authorized purchases according to the billing frequency selected by Customer.

Subscriptions may be offered on a monthly or annual basis. Unless otherwise stated at purchase or required by law, subscriptions renew according to the applicable subscription term until cancelled.

Customer is responsible for maintaining a valid payment method and paying all fees and applicable taxes when due. If payment becomes past due, fails, is reversed, or cannot be processed, Kyvora may restrict Customer's ability to initiate new billable activity or otherwise restrict Platform functionality consistent with Kyvora's then-current billing and account-status practices.

Customers may cancel subscriptions in accordance with the cancellation process made available by Kyvora. Cancellation does not entitle Customer to a refund except as required by applicable law or expressly provided in Kyvora's Refund Policy.

An outreach credit is deducted when a campaign is launched for a Candidate (currently 1 credit per Candidate per campaign, regardless of channel). A Candidate response is not required for the credit to be considered used. If the initial outreach fails through all applicable delivery channels, the credit is automatically restored in accordance with Kyvora's Refund Policy.

Credits currently expire 90 days after they are granted unless a different expiration period applies to a specific credit grant. Credits are generally used oldest-first.

Refunds, credit restoration, cancellation treatment, annual-plan credit releases, and related billing rules are governed by Kyvora's Refund Policy, which is incorporated into these Terms by reference. In the event of a conflict between these Terms and the Refund Policy concerning refunds, credits, cancellation, or billing mechanics, the Refund Policy controls.

Kyvora may change pricing for future subscription periods upon at least 30 days' notice. Pricing changes will not retroactively change fees already paid for a completed billing period.

Attempts to circumvent billing, credit deduction, usage limits, or other Platform restrictions may result in suspension or termination.

6. AI-Generated Content Disclaimer

Kyvora uses artificial intelligence and language models to assist with Candidate communications, screening, summaries, scoring, and related recruiting coordination.

AI-generated or AI-assisted content may contain errors, omissions, inaccuracies, or unexpected results.

Kyvora does not warrant the accuracy, completeness, reliability, or fitness for a particular employment decision of AI-generated content.

Candidate scores, summaries, assessments, and other AI-assisted outputs are advisory tools designed to assist Customers and are not determinative employment decisions.

Customers must independently evaluate information relevant to their recruiting and employment decisions and use appropriate human review.

7. Employment Decisions, Human Review, and Automated Systems

Kyvora provides AI-assisted recruiting coordination, screening information, Candidate summaries, and Candidate scoring for informational and workflow-support purposes.

Customers remain responsible for their recruiting, hiring, placement, credentialing, employment, and related decisions.

Customers may not make employment decisions based solely on Kyvora-generated scores, summaries, recommendations, or other AI-generated outputs without appropriate human review.

Customer is responsible for complying with employment, anti-discrimination, accessibility, labor, and other laws applicable to Customer's recruiting and employment activities, including, where applicable, Title VII of the Civil Rights Act, the Americans with Disabilities Act, the Age Discrimination in Employment Act, and applicable state and local employment laws.

To the extent laws applicable to Customer's use of AI-assisted or automated systems require notices, disclosures, assessments, audits, recordkeeping, accommodations, Candidate or applicant rights, human oversight, or other procedures, Customer is responsible for satisfying the obligations applicable to Customer's use of the Platform.

Kyvora may provide default disclosures, template language, or other compliance-oriented features within the Platform, including default Candidate-facing messaging. Customer is responsible for reviewing any such materials for its own particular use, industry, and jurisdiction. Customer's modification or removal of a Kyvora-provided disclosure does not relieve Customer of its obligations under applicable law.

Nothing in these Terms transfers to Customer any legal obligation that applicable law independently imposes directly on Kyvora.

8. Data and Privacy

Kyvora's handling of personal information is described in its Privacy Policy, which is incorporated into these Terms by reference.

For Candidate personal information processed through the Platform, Kyvora generally processes such information on behalf of and at the direction of Customer. Customer generally determines the purposes for which Candidate information is processed.

Customer is responsible for having an appropriate legal basis for Candidate data it provides to Kyvora and for providing notices, obtaining consents, and satisfying other requirements applicable to Customer's collection, use, and processing of Candidate information.

Customer must not instruct Kyvora to process Candidate information in violation of applicable law.

Kyvora will assist Customers with applicable privacy requests and compliance obligations as required by applicable law and applicable contractual commitments.

9. Customer Data and Intellectual Property

Customer retains all right, title, and interest in data, content, Candidate information, job descriptions, screening questions, criteria, and other materials Customer submits to the Platform (“Customer Data”).

Customer represents and warrants that it has the rights, permissions, consents, and legal authority necessary to provide Customer Data to Kyvora and direct Kyvora to process it as contemplated by these Terms.

Customer grants Kyvora a limited, non-exclusive, worldwide license to host, process, transmit, display, secure, maintain, support, troubleshoot, evaluate, and use Customer Data as reasonably necessary to:

• Provide and operate the Platform
• Perform Customer's instructions
• Maintain, secure, support, and troubleshoot the Platform
• Evaluate and improve Platform functionality
• Comply with applicable law
• Prevent fraud, abuse, and security incidents
• Enforce these Terms

This license does not transfer ownership of Customer Data to Kyvora.

Kyvora retains all right, title, and interest in the Platform, software, user interface, workflows, AI configurations, prompts, scoring logic, documentation, trademarks, service marks, logos, and related technology and intellectual property.

Except for the limited rights expressly granted under these Terms, neither party acquires ownership of the other party's intellectual property.

10. Confidentiality

Each party (“Receiving Party”) may receive non-public information from the other party (“Disclosing Party”) that reasonably should be understood to be confidential given the nature of the information or circumstances of disclosure (“Confidential Information”).

Confidential Information may include non-public business, financial, technical, security, product, Customer, Candidate, pricing, strategic, operational, and other proprietary information.

The Receiving Party will:

• Use Confidential Information only as reasonably necessary to perform or exercise its rights and obligations under these Terms
• Protect Confidential Information using at least commercially reasonable care
• Disclose Confidential Information only to employees, contractors, professional advisers, service providers, and other representatives who have a legitimate need to know and are subject to appropriate confidentiality obligations

Confidential Information does not include information that the Receiving Party can demonstrate:

• Is or becomes publicly available without breach of these Terms
• Was lawfully known to the Receiving Party without confidentiality restriction before disclosure
• Is independently developed without use of the Disclosing Party's Confidential Information
• Is lawfully obtained from another source without confidentiality restriction

If the Receiving Party is legally required to disclose Confidential Information, it may do so to the extent required by law and, where legally permitted, will provide reasonable notice to the Disclosing Party.

Following termination or upon reasonable request, each party will return or delete the other party's Confidential Information where reasonably practicable, subject to applicable legal retention requirements, routine archival or backup systems, and any retention otherwise permitted or required under Kyvora's Privacy Policy (including suppression and opt-out records, audit logs, and other security or compliance records). Information retained in backups, under the Privacy Policy, or as required by law remains subject to the confidentiality obligations in these Terms.

These confidentiality obligations survive termination of the Terms. Trade secrets will remain protected for as long as they qualify for protection under applicable law.

11. Service Availability and Third-Party Providers

The Platform depends on third-party providers, including messaging, infrastructure, database, payment, analytics, monitoring, and AI-model providers.

Kyvora does not control third-party providers and is not responsible for delays, outages, failures, interruptions, or errors caused by third-party services to the extent permitted by applicable law.

Kyvora may modify, suspend, or discontinue parts of the Platform from time to time.

Unless Kyvora separately agrees in writing to a specific service-level agreement, Kyvora does not provide an uptime or availability guarantee.

12. Warranty Disclaimer

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, KYVORA DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, AND THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED.

13. Beta Features

Kyvora may make beta, preview, experimental, pilot, or early-access features available from time to time.

Such features may be incomplete, may contain errors, may be modified or discontinued at any time, and are provided for evaluation purposes without warranties, service commitments, or guarantees unless Kyvora expressly agrees otherwise in writing.

14. Account Security

Customer is responsible for maintaining the confidentiality and security of account credentials, restricting access to authorized users, and activity occurring through Customer's account.

Customer must promptly notify Kyvora of known or suspected unauthorized access, credential compromise, security incidents, or misuse involving Customer's account.

Customer may not permit unauthorized individuals to access the Platform.

15. Termination and Suspension

Kyvora may suspend, restrict, or terminate Customer's access to the Platform if Customer:

• Violates these Terms
• Fails to make required payments
• Engages in unlawful or non-compliant messaging
• Creates security or operational risk
• Causes or risks harm to Candidates, Kyvora, carriers, service providers, or other Customers
• Creates material regulatory or legal exposure
• Attempts to circumvent Platform restrictions
• Otherwise materially misuses the Platform

Kyvora may act immediately where reasonably necessary to protect the Platform, Candidates, Customers, service providers, or Kyvora.

Customers may cancel their subscriptions in accordance with Section 5 and the Refund Policy.

Following termination, Customer Data will be handled according to Kyvora's Privacy Policy, applicable retention requirements, and other applicable contractual obligations.

Termination does not affect rights or obligations that by their nature should survive termination.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, KYVORA'S TOTAL LIABILITY TO CUSTOMER FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE AMOUNT CUSTOMER PAID TO KYVORA DURING THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, KYVORA WILL NOT BE LIABLE TO CUSTOMER FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOSS OF GOODWILL, OR REGULATORY FINES INCURRED BY CUSTOMER, EVEN IF KYVORA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Nothing in these Terms excludes or limits liability to the extent such liability cannot lawfully be excluded or limited.

17. Indemnification

Customer agrees to indemnify, defend, and hold harmless Kyvora Technologies LLC and its officers, directors, employees, agents, and representatives from and against claims, liabilities, damages, judgments, penalties, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to:

• Customer's use or misuse of the Platform
• Customer's violation of these Terms
• Customer's violation of applicable law or third-party rights
• Customer's failure to obtain, maintain, or document legally required consent or authorization for Candidate communications
• Customer's Candidate data, recipient lists, campaign instructions, screening questions, or other Customer Data
• A claim by a Candidate arising from outreach, recruiting activity, employment decisions, or other activity directed or undertaken by Customer through the Platform

Nothing in this Section requires Customer to indemnify Kyvora to the extent prohibited by applicable law.

18. Force Majeure

Kyvora will not be liable for delay or failure to perform caused by circumstances beyond its reasonable control, including natural disasters, labor disputes, acts of war or terrorism, civil unrest, government actions, internet or telecommunications failures, carrier failures, cyberattacks, power outages, failures of third-party providers, or other events of force majeure.

19. Export Controls and Sanctions

Customer may not use, export, re-export, transfer, or access the Platform in violation of U.S. export-control laws, sanctions laws, or other applicable trade restrictions.

Customer represents that it is not located in, organized under the laws of, or ordinarily resident in a jurisdiction subject to comprehensive U.S. sanctions where use of the Platform would be prohibited and is not a person or entity prohibited from using the Platform under applicable sanctions or restricted-party rules.

20. Assignment

Customer may not assign or transfer these Terms without Kyvora's prior written consent.

Kyvora may assign these Terms in connection with a merger, acquisition, financing, corporate reorganization, sale of assets, or similar business transaction.

Any attempted assignment in violation of this Section is void to the extent permitted by law.

21. Changes to These Terms

Kyvora may update these Terms from time to time to reflect changes to the Platform, business practices, legal requirements, or other operational needs.

When Kyvora updates these Terms, it will revise the “Last updated” date above.

Where required by applicable law, Kyvora will provide additional notice of material changes and an appropriate effective date.

Continued use of the Platform after updated Terms become effective constitutes acceptance of the updated Terms where permitted by applicable law.

Changes will not apply retroactively where prohibited by applicable law.

22. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of California, without regard to conflict-of-law principles.

The parties will first attempt in good faith to resolve disputes arising out of or relating to these Terms through informal negotiation.

If a dispute cannot be resolved through good-faith negotiation, it will be submitted to binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules, seated in San Francisco, California.

YOU AND KYVORA EACH WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN CLASS-ACTION LITIGATION TO THE MAXIMUM EXTENT PERMITTED BY LAW.

This arbitration provision does not prevent either party from seeking injunctive or other equitable relief relating to intellectual property or from pursuing other relief that cannot lawfully be subjected to arbitration.

23. General Terms

If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions will remain in effect to the fullest extent permitted by law.

A party's failure to enforce a provision of these Terms is not a waiver of its right to enforce that provision later.

Headings are for convenience only and do not affect interpretation.

These Terms, together with policies and agreements expressly incorporated by reference and any applicable written order form or agreement between Kyvora and Customer, constitute the agreement concerning Customer's use of the Platform with respect to their subject matter.

If an executed written agreement between Kyvora and Customer expressly conflicts with these Terms, the executed written agreement controls to the extent of that conflict.

24. Contact

Legal inquiries:
legal@kyvoratech.com

Support:
support@kyvoratech.com

Kyvora Technologies LLC
San Francisco, CA 94114
United States