Terms of Service

1. Definitions

• "Customer Data" means any data, content, prompts, AI model outputs, logs, or other materials that you submit, upload, or transmit through the Services.
• "Documentation" means the technical documentation, user guides, and API specifications made available by Klira.
• "SDK" means Klira's open-source software development kit for implementing guardrails and compliance policies in AI applications.
• "Platform" means Klira's cloud-based AI Control Center, including observability dashboards, policy management, and compliance reporting features.
• "Policy Templates" means pre-built compliance policy configurations for regulatory frameworks including HIPAA, GDPR, and other industry standards.
• "Guardrails" means the content moderation, safety, and compliance validation rules applied to AI inputs and outputs.

2. Service Tiers and Licensing

2.1 Open-Source SDK

The Klira SDK is made available under the Apache License 2.0. You may use, modify, and distribute the SDK in accordance with that license. The SDK operates locally and does not require connection to Klira's cloud services for basic functionality.

2.2 Klira Platform (Cloud Services)

Access to the Klira Platform is provided under the following tiers:

3. Account Registration and Security

3.1 Account Creation

To access certain features of the Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials, including API keys. You agree to notify Klira immediately of any unauthorized use of your account. Klira is not liable for any loss or damage arising from your failure to protect your account credentials.

3.3 Account Inactivity

Klira may terminate accounts and delete associated data if you have not logged in for more than one hundred eighty (180) consecutive days, with prior notice sent to your registered email address.

4. Acceptable Use Policy

4.1 Permitted Uses

You may use the Services to implement compliance guardrails, monitor AI application safety, enforce content policies, generate compliance reports, and integrate with your AI applications in accordance with these Terms.

4.2 Prohibited Uses

You agree not to:

• Use the Services to circumvent or disable AI safety measures, whether your own or those of third parties;
• Attempt to reverse engineer, decompile, or disassemble proprietary components of the Platform;
• Use the Services to process data in violation of applicable laws, including privacy and data protection regulations;
• Conduct competitive benchmarking or analysis without Klira's prior written consent;
• Sublicense, resell, or redistribute the Services without authorization;
• Interfere with or disrupt the integrity or performance of the Services;
• Use the Services to process content that is illegal, harmful, threatening, abusive, defamatory, or otherwise objectionable;
• Exceed your authorized API rate limits or attempt to circumvent usage restrictions.

5. Customer Data

5.1 Ownership

As between you and Klira, you retain all right, title, and interest in and to your Customer Data. Klira claims no ownership rights over Customer Data.

5.2 License to Klira

You grant Klira a limited, non-exclusive, worldwide license to process, store, and transmit Customer Data solely as necessary to provide the Services, comply with legal requirements, and enforce these Terms.

5.3 Aggregate Data

Klira may collect and use aggregated, anonymized, or de-identified data derived from your use of the Services ("Aggregate Data") for purposes including service improvement, industry benchmarking, and research. Aggregate Data will not identify you or any individual.

5.4 Customer Responsibilities

You represent and warrant that you have all necessary rights and consents to submit Customer Data to the Services, and that such data does not infringe any third-party intellectual property rights or violate applicable law.

5.5 Model Training Opt-Out

6. Data Processing and Security

6.1 Data Security

Klira implements industry-standard security measures to protect Customer Data, including encryption in transit (TLS 1.2+) and at rest (AES-256), access controls, and regular security assessments.

6.2 Data Processing Agreement

For customers subject to GDPR, CCPA, or similar data protection regulations, Klira offers a Data Processing Agreement (DPA) as an addendum to these Terms. Enterprise customers may request a custom DPA.

6.3 Data Residency

Enterprise customers may select data residency regions (US, EU) where permitted by their subscription tier. Self-hosted deployment options are available for customers with specific data sovereignty requirements.

6.4 Data Retention

Customer Data is retained for the duration of your subscription plus a reasonable period for backup and recovery purposes. Upon termination, you may request deletion of your Customer Data, which Klira will complete within thirty (30) days, except as required by law.

6.5 Subprocessors

Klira may engage third-party subprocessors to assist in providing the Services. A current list of subprocessors is available upon request. Klira will notify customers of material changes to subprocessors.

7. Healthcare and Regulated Industry Compliance

7.1 HIPAA Compliance

For customers in the healthcare industry who require HIPAA compliance, Klira offers Business Associate Agreements (BAAs) under the Enterprise tier. Execution of a BAA is required before processing Protected Health Information (PHI) through the Services.

7.2 Regulatory Templates

Klira provides Policy Templates aligned with various regulatory frameworks, including HIPAA, GDPR, California SB 243, and FDA guidance for AI/ML in healthcare. These templates are provided as compliance aids and do not constitute legal advice.

7.3 Customer Compliance Responsibility

8. Service Levels

8.1 Availability

Klira targets 99.9% uptime for the Platform, excluding scheduled maintenance and circumstances beyond Klira's reasonable control. Enterprise customers receive custom Service Level Agreements (SLAs) with specific uptime commitments and remedies.

8.2 Support

Support is provided according to your subscription tier:

• Pro Tier: Email support with response within two (2) business days.
• Enterprise Tier: Dedicated support channel with response times defined in your SLA.

8.3 Scheduled Maintenance

Klira will provide at least seventy-two (72) hours' notice for scheduled maintenance that may affect service availability, except in emergencies requiring immediate action.

9. Intellectual Property

9.1 Klira IP

Klira retains all right, title, and interest in the Services, including the Platform, proprietary algorithms, Policy Templates (excluding customizations you create), Documentation, trademarks, and all related intellectual property. Nothing in these Terms grants you any right to use Klira's trademarks without prior written consent.

9.2 Feedback

If you provide suggestions, ideas, or feedback about the Services ("Feedback"), you grant Klira a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Services without obligation to you.

9.3 Custom Policies

You retain ownership of custom policies and configurations you create using the Platform. Klira may not access or use your custom policies except as necessary to provide the Services.

10. Warranties and Disclaimers

10.1 Limited Warranty

Klira warrants that the Services will perform materially in accordance with the Documentation during your subscription term. Your sole remedy for breach of this warranty is, at Klira's option, repair, replacement, or refund of prepaid fees for the affected period.

10.2 Disclaimer of Warranties

10.3 AI Output Disclaimer

10.4 Third-Party Services

The Services may integrate with third-party AI providers, tools, or services. Klira is not responsible for the performance, accuracy, or compliance of third-party services. Your use of third-party services is subject to their respective terms.

11. Limitation of Liability

11.1 Exclusion of Consequential Damages

11.2 Liability Cap

11.3 Basis of the Bargain

The limitations in this Section 11 reflect a reasonable allocation of risk and are a fundamental basis of the bargain between you and Klira.

12. Indemnification

12.1 Your Indemnification

You agree to indemnify, defend, and hold harmless Klira and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from: (a) your use of the Services; (b) your Customer Data; (c) your violation of these Terms; or (d) your violation of any third-party rights or applicable law.

12.2 Klira's Indemnification

Klira will defend you against claims that the Services infringe a third party's intellectual property rights, and will indemnify you for damages finally awarded, provided you give Klira prompt notice and reasonable cooperation. This indemnification does not apply to claims arising from your modifications, combination with third-party materials, or use in violation of these Terms.

13. Term and Termination

13.1 Term

These Terms commence when you first access the Services and continue until terminated. Paid subscriptions automatically renew for successive periods unless either party provides written notice of non-renewal at least thirty (30) days before the end of the then-current term.

13.2 Termination for Convenience

You may terminate your account at any time through the Platform settings or by contacting Klira. Klira may terminate accounts at any time with thirty (30) days' notice.

13.3 Termination for Cause

Either party may terminate these Terms immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure within thirty (30) days of notice; or (b) becomes subject to bankruptcy, insolvency, or similar proceedings.

13.4 Effect of Termination

Upon termination: (a) your access to the Platform will cease; (b) you may request export of your Customer Data within thirty (30) days; (c) Klira will delete your Customer Data within ninety (90) days, except as required by law; (d) you remain liable for any outstanding fees.

13.5 Survival

Sections 5 (Customer Data), 9 (Intellectual Property), 10 (Warranties), 11 (Limitation of Liability), 12 (Indemnification), 14 (Dispute Resolution), and 15 (General Provisions) survive termination.

14. Dispute Resolution

14.1 Governing Law

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

14.2 Informal Resolution

Before initiating formal proceedings, you agree to contact Klira to attempt informal resolution. Klira will attempt to resolve disputes within forty-five (45) days.

14.3 Arbitration

If informal resolution fails, any dispute shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will be conducted in San Diego, California, or another mutually agreed location. The arbitrator's award is final and may be entered in any court of competent jurisdiction.

14.4 Arbitration Opt-Out

You may opt out of arbitration by sending written notice to Klira within thirty (30) days of first accepting these Terms. If you opt out, disputes will be resolved in the state or federal courts located in San Diego, California.

14.5 Class Action Waiver

You and Klira agree that any proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

15. General Provisions

15.1 Entire Agreement

These Terms, together with any Order Forms, DPAs, or BAAs, constitute the entire agreement between you and Klira regarding the Services and supersede all prior agreements and understandings.

15.2 Amendments

Klira may update these Terms from time to time. We will notify you of material changes by email or through the Platform. Continued use of the Services after changes become effective constitutes acceptance of the revised Terms.

15.3 Assignment

You may not assign these Terms without Klira's prior written consent. Klira may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all assets.

15.4 Severability

If any provision of these Terms is held unenforceable, the remaining provisions remain in full force and effect.

15.5 Waiver

Failure to enforce any right or provision of these Terms does not constitute a waiver of such right or provision.

15.6 Force Majeure

Neither party is liable for delays or failures in performance resulting from circumstances beyond its reasonable control, including natural disasters, acts of government, labor disputes, denial of service attacks, pandemics, or infrastructure failures. This does not excuse payment obligations.

15.7 Notices

Notices to Klira should be sent through the contact form at https://getklira.com or by mail to Klira AI, Inc. Notices to you will be sent to the email address associated with your account.

15.8 Export Compliance

You agree to comply with all applicable export laws and regulations. You represent that you are not located in, or a resident of, any country subject to U.S. trade sanctions.

16. Contact Information

If you have questions about these Terms, please contact us: