Terms of Service

1. The agreement

These Terms of Service form a binding business-to-business (B2B) agreement between you (the "Client") and Karki Innovative Technologies Pvt. Ltd. ("we", "us"), the operator of kitagency.co and app.kitagency.co. By subscribing to a plan, remitting payment for an invoice, accessing your dashboard, or allowing us to operate digital properties on your behalf, you accept these terms. If you are agreeing on behalf of a company, you confirm you have authority to bind that entity.

2. Scope of service & platform delivery

Your subscription operates as a managed Website-as-a-Service (WaaS) and Agency Operating System. It covers:

• Managed cloud hosting and infrastructure operations for your digital properties.
• Access to platform modules included in your tier as published on our pricing page (e.g., CMS, bookings, heatmaps, visitor analytics, AI copilot).
• Your monthly allocation of AI Compute Credits and Mail Credits.
• Technical configuration and ongoing maintenance of active plan modules.
• Routine content management edits within the scope agreed during onboarding.

Exclusions (quoted separately):

• Full brand or platform redesigns beyond the agreed onboarding scope.
• Custom feature development or bespoke software engineering.
• Third-party software licenses, advertising spend, and custom domain acquisition fees.
• Content production beyond your monthly allocated allowance.

3. Accounts & access controls

• Provisioning: Accounts are provisioned manually following an onboarding call and invoice settlement. There is no automated self-service registration on kitagency.co.
• Security: You are responsible for keeping administrative credentials secure and for all activity under your account.
• Seat allocation: Administrative seats are restricted to the limit defined in your subscription tier. Sharing credentials across more operators than your tier permits constitutes a material breach.
• Unauthorized access: Notify us immediately at support@kitagency.co if you suspect unauthorized access.

4. B2B billing, invoicing & financial terms

• Direct invoicing: All subscriptions and custom services are invoiced directly by Karki Innovative Technologies Pvt. Ltd.. Payments are billed in advance on a recurring monthly or annual basis via direct international bank wire transfer (SWIFT), corporate ACH, or authorized international merchant channels (e.g., Payoneer).
• Taxes & fees: Invoices are issued exclusive of regional transaction taxes, withholding taxes, or intermediary bank wire fees. The Client assumes responsibility for any local tax obligations or wire transfer fees levied by financial institutions.
• Renewals: Plans renew automatically at the end of each billing cycle unless written cancellation notice is provided prior to the renewal date. Private invoices reflect published tier pricing unless customized under a separate agreement.
• Price changes: We may update subscription pricing with at least 30 days' notice sent to your registered email. Price adjustments never apply retroactively to prepaid cycles.

5. Credits & resource allocations

• Monthly cycles: Monthly allocations of AI Compute Credits (copilot actions, AI content generation, chatbot responses) and Mail Credits reset at the start of each billing period and do not roll over.
• Top-up packs: Separately purchased à la carte credit top-up packs do not expire as long as your subscription remains active.
• Fair use: We apply automated rate limits to preserve multi-tenant platform stability. We reserve the right to throttle or temporarily suspend automated operations that materially exceed normal usage patterns.

6. Acceptable use policy

You agree not to use the platform to:

• Upload or publish unlawful, defamatory, infringing, or fraudulent material.
• Send unsolicited bulk email (spam) or process contact lists gathered without consent.
• Upload malware, scripts, or viruses designed to probe or breach our infrastructure.
• Attempt to access another tenant's data or circumvent feature access controls.
• Resell, white-label, or sublicense platform access without an explicit written partner agreement.
• Process data to train third-party foundation models without proper authorization.

We reserve the right to suspend any account presenting an immediate security, legal, or infrastructure threat.

7. Intellectual property & data rights

• Client assets: You retain full ownership of all assets you supply (copy, media, customer records, leads). You grant us a non-exclusive license to host and process these assets solely to deliver platform services.
• Platform ownership: Karki Innovative Technologies Pvt. Ltd. retains sole ownership of the underlying software engine, multi-tenant architecture, CMS, CRM, AI integrations, analytics system, and core code.
• Data export: Upon cancellation, you retain ownership of your domain, media, and exported leads/customer data (in CSV format). The proprietary platform backend is non-transferable.

8. Service availability & SLA

We target high availability across our infrastructure. Planned system maintenance is scheduled during off-peak hours with advance notice posted inside your dashboard. Support is provided on business days via email at support@kitagency.co. Availability may be affected by third-party cloud infrastructure, AI model providers, or your own domain DNS configurations.

9. Term & termination

• Cancellation: You may cancel your subscription at any time prior to the next billing date by emailing support@kitagency.co. Your account runs through the end of your prepaid billing period.
• Termination for cause: Either party may terminate immediately for material breach uncured after 15 days of written notice.
• Data retention: Account data is retained for 30 days following termination, after which production records are permanently deleted.

10. Warranties & liability

• "As-is" provision: The platform is provided on an "as-is" and "as-available" basis. We disclaim all implied warranties, including fitness for a particular purpose and non-infringement.
• AI output disclaimer: AI-generated outputs, automated copilot suggestions, and statistical data are provided for operational assistance. The Client is responsible for reviewing material prior to public deployment.
• Liability cap: To the maximum extent permitted by law, our total aggregate liability is limited to the fees you paid us in the three (3) months preceding the event giving rise to the claim. We are not liable for indirect, incidental, or consequential damages.

11. Governing law & dispute resolution

These terms are governed by the laws of Nepal. Any legal action or dispute arising out of these terms shall be submitted to the exclusive jurisdiction of the competent courts in Kathmandu, Nepal.

12. Contact information

For questions regarding these terms: support@kitagency.co. Operated by Karki Innovative Technologies Pvt. Ltd..