Terms & Conditions

1. Definitions

The following terms used in these Terms & Conditions shall have the meanings set forth below:

"AI" means artificial intelligence technologies, including but not limited to machine learning models, natural language processing systems, computer vision systems, and generative AI applications.

"Client" means any person or entity that engages Klewr for Services.

"Deliverables" means all work product, including software, designs, documentation, reports, and other materials created by Klewr for Client pursuant to an SOW.

"Intellectual Property" means all patents, copyrights, trademarks, trade secrets, know-how, and any other intellectual property or proprietary rights.

"Klewr," "we," "our," or "us" means Klewr Solutions LLC, a Georgia limited-liability company.

"Services" means Klewr's product strategy, UI/UX design, and AI-integration consulting services, together with this website and related digital content.

"Site" means klewr.com and all associated Klewr digital properties.

"SOW" means a Statement of Work that defines the specific Services, Deliverables, timeline, and compensation related to a Client engagement.

"Terms" means these Terms & Conditions.

"User" or "you" means any person accessing the Site or engaging Klewr Services.

2. Acceptance of Terms

By accessing the Site or engaging any Klewr Services, you agree to these Terms. If you do not accept every provision, do not use the Site or Services.

3. Eligibility & Corporate Information

The Site is offered by Klewr Solutions LLC, a Georgia limited-liability company, 9425 Knollcrest Blvd, Alpharetta, GA 30022, USA. Users must be at least 18 years old and capable of forming a binding contract.

4. Changes to Terms

We may update these Terms at any time. Material changes (including modifications to liability provisions, governing law, or dispute resolution methods) take effect 30 days after we post the revised Terms and notify users via banner or email. Continuing to use the Site after that date constitutes acceptance of the updated Terms. We will email registered users about material changes.

5. Scope of Services

Klewr provides product strategy, UI/UX design, and AI-integration consulting, together with this website and related digital content (collectively, the "Services"). Specific deliverables are set out in individual Statements of Work ("SOWs"); an SOW prevails over conflicting language here.

a. Research Participants

For users participating in user research, usability testing, or similar activities ("Research Participants"), Klewr may provide compensation in the form of cash or non-cash vouchers or rewards as specified in the research invitation. Research Participants are responsible for any taxes on compensation received. Research Participants agree to provide honest feedback and maintain the confidentiality of any materials or information they access during research sessions. Research Participants agree to keep all non-public product information they encounter confidential for three (3) years.

6. Cookies & Similar Technologies

We use first-party and third-party cookies, pixels, and SDKs for analytics, personalization, and marketing. Details and opt-out choices are described in our Cookie Notice, effective May 9, 2025, available at /cookies, which is hereby incorporated by reference.

7. AI-Specific Terms

a. Probabilistic Outputs

AI-generated content, recommendations, and insights are inherently probabilistic and may include inaccuracy, uncertainty, or unintended bias. You acknowledge this inherent limitation and must independently validate AI outputs before making critical business decisions.

b. Model Explainability

Some AI models function as "black boxes" with limited explainability. Klewr will make commercially reasonable efforts to provide explanations for AI decisions when feasible, but you acknowledge that complete explainability may not always be possible.

c. No Automatic Retraining

Unless expressly agreed in writing through a Data Processing Addendum, your data will not be used to retrain our general AI models. We may use anonymized performance metrics to improve our service quality.

d. Responsible AI Pledge

We follow published frameworks and best practices to mitigate bias, ensure fairness, and support transparency in AI systems. However, you acknowledge that all AI systems have inherent limitations and biases that cannot be completely eliminated.

e. Data Requirements

AI performance depends significantly on the quality, quantity, and relevance of training and operational data. You are responsible for providing data that meets the specified requirements for any custom AI development. Klewr is not liable for performance issues resulting from inadequate data.

8. Project Management & Deliverables

a. Project Initiation

Projects begin upon the execution of an SOW and receipt of any specified initial payment. Each SOW will include a timeline, milestone deliverables, and acceptance criteria.

b. Change Management

Any modification to project scope, timeline, or deliverables must be documented through a written change order signed by both parties. Change orders may affect pricing and timelines.

c. Deliverable Acceptance

Unless otherwise specified in the SOW:

  • Client shall review deliverables within 10 business days of submission
  • Deliverables will be deemed accepted if no written objections are received within this period
  • Any revision requests must be reasonable and within the original scope
  • Klewr will have a reasonable time to address valid revision requests

e. Client Responsibilities

Client shall:

  • Provide timely feedback and approvals
  • Supply necessary information, access, and resources
  • Assign a primary point of contact for decision-making
  • Review and test deliverables in a timely manner

f. Project Delay

Klewr is not responsible for delays caused by the Client's failure to provide timely feedback, approvals, or resources. Such delays may result in timeline extensions or additional costs.

9. Acceptable Use & User-Generated Content

You may not (a) violate law, IP, or privacy; (b) upload malicious code; (c) attempt to probe or decompile our models or infrastructure; (d) scrape, data-mine, or use automated tools to harvest site content; (e) use any Klewr content to train or fine-tune AI systems without a separate license. We may suspend or terminate access for breach.

10. Linking & Framing

Non-deceptive hyperlinks to our homepage or public resources are permitted, provided they do not falsely imply endorsement. You may not frame pages or otherwise alter our visual presentation. Use of Klewr logos requires prior written permission.

11. User Accounts & Security

If you create an account, you must keep your credentials confidential and are responsible for activities under your login. You must notify us immediately of any unauthorized access or security breach.

12. Fees & Payment

a. Fee Structure

Fees, billing cycles, and payment methods are stated in the applicable SOW or invoice. Unless otherwise specified, all fees are quoted in US dollars.

b. Payment Terms

Invoices are due Net 15 days from invoice date unless otherwise specified in the SOW. Past-due amounts accrue 1.5% interest per month or the maximum rate permitted by law, whichever is less.

c. Expenses

Client shall reimburse reasonable expenses incurred by Klewr in performing Services when specified in the SOW or pre-approved in writing.

d. Taxes

Fees do not include taxes. Client is responsible for all applicable taxes except those based on Klewr's net income.

13. Intellectual Property Rights

a. Klewr IP

Pre-existing software, frameworks, methodologies, tools, algorithms, AI models, and know-how ("Klewr IP") remain Klewr's exclusive property. Klewr grants Client a non-exclusive, non-transferable license to use Klewr IP solely as incorporated into Deliverables.

b. Client IP

Clients own their data, materials provided to Klewr, and bespoke deliverables identified as "Client Materials" in an SOW. Upon full payment, Klewr grants a worldwide, perpetual, non-exclusive license to use deliverables for internal business purposes.

c. AI-Generated Outputs

For AI-generated content, Client receives ownership rights to the specific outputs created for Client, but not to the underlying AI models, parameters, or training processes that created such outputs.

d. Third-Party Materials

Deliverables may incorporate third-party materials (including open-source software), subject to separate license terms that will be disclosed to the Client. Klewr will provide a list of third-party licenses on request.

e. License Restrictions

Client may not (a) reverse engineer, decompile, or disassemble Klewr IP; (b) remove proprietary notices from Deliverables; (c) use Deliverables to create competing products; or (d) sublicense, sell, or transfer Deliverables except as expressly permitted.

f. Portfolio Rights

Unless explicitly prohibited in writing, Klewr may use the Client's name and a general description of the Services in Klewr's portfolio, case studies, and marketing materials. The client may opt out of publicity by written notice at or before SOW execution. Klewr will not disclose confidential information in such materials.

14. Confidentiality

Each party must protect non-public information received under these Terms and use it only to fulfill contractual obligations. This obligation continues for 3 years after termination of the engagement, except for trade secrets, which shall be maintained in confidence indefinitely. Confidential information excludes information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully known prior to disclosure; (c) is rightfully obtained from a third party without restriction; or (d) is independently developed without use of the disclosing party's confidential information.

15. Data Protection & Privacy

Personal data practices are governed by our Privacy Policy at /privacy-policy. By using the Services, you consent to those practices. For Clients in regulated industries or subject to specific data protection requirements, we offer a Data Processing Addendum upon request.

16. Third-Party Services

The Services may link to or incorporate third-party tools subject to their own terms. Klewr is not responsible for third-party content or outages. We make no warranties regarding third-party services and are not liable for any damages arising from your use of such services.

17. Service Level Expectations

Unless otherwise specified in an SOW, Klewr will use commercially reasonable efforts to:

  • Respond to Client communications within one business day
  • Provide status updates at intervals specified in the SOW
  • Address critical issues affecting project delivery within 48 hours
  • Maintain availability for scheduled meetings and reviews

18. Subcontractors

Klewr may engage qualified subcontractors to perform portions of the Services. Klewr remains responsible for all work performed by subcontractors and will ensure their compliance with these Terms, including confidentiality obligations.

19. Non-Solicitation

During the term of Services and for one year thereafter, Client agrees not to directly or indirectly solicit or hire any Klewr employee or contractor without Klewr's prior written consent, except where prohibited by applicable law. This restriction does not apply to general employment advertisements not specifically directed at Klewr personnel.

20. Insurance

Klewr maintains appropriate insurance coverage, including professional liability insurance with minimum coverage of US $1,000,000 per occurrence and in the aggregate, and cyber-liability insurance with minimum coverage of US $1,000,000 per occurrence and in the aggregate. Documentation of coverage is available upon reasonable request.

21. Export Control & Sanctions

You agree not to export, re-export, or provide the Services to sanctioned entities or regions (including Cuba, Iran, DPRK, Syria, Crimea, Donetsk, and Luhansk) without U.S. government authorization. You agree to comply with the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 (EAR), and any applicable economic sanctions laws.

22. DMCA Copyright Policy

If you believe content on our Site infringes your copyright, send a notice to DMCA Agent – Klewr Solutions LLC, 9425 Knollcrest Blvd, Alpharetta, GA 30022, USA, e-mail: support@klewr.com with complete 17 U.S.C. §512(c)(3) information. We may remove content and terminate repeat infringers.

23. Accessibility Commitment

Klewr strives to conform to WCAG 2.2 AA and welcomes accessibility feedback at support@klewr.com. Unresolved issues are handled under §31 Dispute Resolution.

24. Feedback License

Suggestions or feedback you provide grant Klewr a perpetual, worldwide, royalty-free right to use, reproduce, and create derivative works without restriction.

25. Anti-Bribery & Corruption

Each party warrants compliance with all applicable anti-bribery laws, including the U.S. Foreign Corrupt Practices Act. Violation constitutes a material breach.

26. U.S. Government End-User Rights

Software provided to U.S. federal agencies is "commercial computer software" per FAR 52.227-19; rights are limited to those in FAR 52.227-19(c).

27. Disclaimer of Warranties

THE SITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." KLEWR DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THESE EXCLUSIONS MAY NOT APPLY TO YOU.

28. Limitation of Liability

a. Liability Cap

TO THE FULLEST EXTENT PERMITTED BY LAW, KLEWR'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES WILL NOT EXCEED THE FEES YOU ACTUALLY PAID AND PAYABLE IN THE 12 MONTHS PRECEDING THE CLAIM.

b. Excluded Damages

KLEWR IS NOT LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, BUSINESS INTERRUPTION, OR COST OF REPLACEMENT SERVICES.

c. AI-Specific Limitations

Subject to §7 (AI-Specific Terms), KLEWR IS NOT LIABLE FOR: (A) DECISIONS MADE BY YOU BASED ON AI-GENERATED OUTPUTS; (B) INACCURACIES, ERRORS, OR BIAS IN AI-GENERATED CONTENT; (C) UNEXPECTED BEHAVIOR OF AI SYSTEMS; OR (D) UNINTENDED CONSEQUENCES OF AUTOMATED DECISION-MAKING.

d. Exceptions

NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY FOR FRAUD, GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR ANY LIABILITY THAT CANNOT BE EXCLUDED BY LAW.

29. Indemnification

You agree to indemnify and hold Klewr and its officers, employees, and affiliates harmless from third-party claims arising from your misuse of the Services or breach of these Terms.

30. Suspension & Termination

a. Suspension

We may suspend your access to Services if: (a) you fail to pay undisputed amounts when due; (b) you breach these Terms; (c) we reasonably believe your actions may cause liability for Klewr; or (d) we are investigating suspected misconduct.

b. Termination

Either party may terminate for material breach if not cured within 30 days of written notice. Klewr may terminate immediately if you breach Sections 9, 13, 14, or 19. Either party may terminate if the other becomes insolvent or subject to bankruptcy proceedings.

c. Effect of Termination

Upon termination: (a) all licenses granted will terminate; (b) you will pay all outstanding fees; (c) each party will return or destroy confidential information; and (d) Klewr will provide reasonable transition assistance, which may be subject to additional fees.

d. Survival

Clauses that by nature should survive (e.g., IP, confidentiality, disclaimers, limitation of liability) remain in effect after termination.

31. Governing Law & Dispute Resolution

a. Governing Law

These Terms are governed by the laws of the State of Georgia, USA, without regard to conflict-of-law rules. Nothing in this clause deprives Users who are consumers of the protection of mandatory laws of their state of residence.

b. Alternative Dispute Resolution

Before filing a lawsuit, the parties agree to attempt in good faith to resolve disputes through mediation administered by the American Arbitration Association under its Commercial Mediation Procedures. Costs will be shared equally.

c. Judicial Forum

If mediation is unsuccessful, all disputes shall be resolved exclusively in the state or federal courts located in Fulton County, Georgia, and the parties consent to personal jurisdiction there.

d. Class Action Waiver

YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

32. Miscellaneous

a. Entire Agreement

These Terms (and any applicable SOWs) constitute the entire agreement, superseding prior discussions.

b. Assignment

Neither party may assign these Terms without the other's written consent, except to a successor via merger or asset sale.

c. Severability

If any provision is held unenforceable, the remaining Terms remain in effect.

d. No Waiver

Failure to enforce any right will not waive future enforcement of that or any other right.

e. Notices

Notices under these Terms must be sent by registered mail or e-mail to support@klewr.com for Klewr, and to the contact information you provide, and will be deemed received three (3) business days after dispatch.

f. Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

g. Force Majeure

Neither party is liable for failure to perform due to events beyond their reasonable control, including natural disasters, war, pandemic, or third-party cloud outages.

h. Amendments

These Terms may only be modified in writing signed by both parties or as described in Section 4.

33. Contact

Klewr Solutions LLC

9425 Knollcrest Blvd, Alpharetta, GA 30022, USA

support@klewr.com | +1 (470) 979-1480

Last Updated: May 9, 2025