Kerdora Terms of Service and License Agreement

Last updated: April 28, 2026 Effective: April 28, 2026

These Terms of Service and License Agreement ("Terms") govern your access to and use of the Kerdora software platform and related services (the "Service"). The Service is operated by Kerdora Inc., a Delaware corporation ("Kerdora," "we," "us," or "our").

By creating an account, accessing the Service, or clicking to accept these Terms, you agree to be bound by them. If you are entering into these Terms on behalf of a firm or other entity, you represent that you have the authority to bind that entity, and references to "you" and "Customer" mean that entity. If you do not agree to these Terms, do not use the Service.

These Terms incorporate by reference the Privacy Policy at go.kerdora.com/privacy-policy and the Subprocessors list at trust.kerdora.com/subprocessors.

1. Eligibility and Use of the Service

You must be at least 18 years old and able to form a binding contract. The Service is offered for use in the United States only. You are responsible for compliance with applicable laws in your jurisdiction.

The Service is intended for use by financial advisors and registered investment advisers (and personnel authorized by them) in connection with providing financial planning services to their clients. By accessing the Service, you represent that you are using it in that capacity.

You are responsible for all activity that occurs under your account and for keeping your login credentials confidential. You must notify us immediately of any unauthorized access or use.

2. Definitions

"Customer" means the individual or entity that has registered an account for the Service.
"Authorized User" means an employee, contractor, or agent of Customer who Customer has authorized to access the Service under Customer's account.
"Customer Data" means data, content, and information submitted to the Service by or on behalf of Customer, including data Customer enters about its end clients.
"Client Data" means personal and financial information about Customer's end clients that is included in Customer Data, including data retrieved through Connected Accounts.
"Connected Accounts" means financial accounts that Customer's end clients link to the Service through our account aggregation provider, Array.
"AI Features" means features of the Service that use third-party large language models to process inputs and return outputs.
"Documentation" means the user guides and help materials we make available for the Service.

3. License Grant

Subject to these Terms and timely payment of fees, Kerdora grants Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, during the term of these Terms, to access and use the Service for Customer's internal business purposes in providing financial planning services to its end clients.

This is a license, not a sale. Kerdora retains all right, title, and interest in and to the Service, including all software, features, designs, trademarks, logos, content, and Documentation.

Customer is responsible for all use of the Service by Authorized Users and for ensuring Authorized Users comply with these Terms.

4. Acceptable Use

Customer will not, and will not permit any Authorized User or third party to:

Share account credentials or allow access by anyone other than Authorized Users.
Copy, modify, translate, adapt, or create derivative works of the Service or Documentation.
Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying technology of the Service, except to the extent expressly permitted by applicable law.
Sell, resell, sublicense, lease, distribute, or otherwise transfer the Service to any third party.
Use the Service to develop, train, or improve any product or service that competes with the Service.
Use the Service to send spam, malware, or other harmful content, or to engage in any unlawful, fraudulent, deceptive, or abusive conduct.
Probe, scan, or test the vulnerability of the Service, or breach any security or authentication measures, except under a written authorized testing program.
Interfere with or disrupt the integrity or performance of the Service, including by exceeding documented rate limits, scraping, or automated data extraction.
Use the Service in violation of applicable law, including securities, privacy, anti-money-laundering, or sanctions laws.
Submit to the Service any content that infringes a third party's rights or that Customer does not have the right to submit.

Kerdora may suspend access in accordance with Section 16 if it reasonably determines Customer or an Authorized User has violated this Section 4.

5. Accounts, Plans, Billing, Trials, and Auto-Renewal

Plans. The Service is offered on a subscription basis with a base platform fee, plus usage-based fees for account aggregation services. Plans are available on monthly and annual billing cycles. Current plans, fees, and usage rates are described at kerdora.com/#pricing and in the order presented at signup.

Billing. Base subscription fees are billed in advance for each billing period (monthly or annual, depending on the plan selected). Usage-based fees for account aggregation accrue based on actual usage and are billed monthly in arrears, regardless of whether Customer is on a monthly or annual base plan.

Payment. Customer authorizes Kerdora to charge the payment method on file for all fees as they become due. Payments are processed by Stripe; Customer's relationship with Stripe is governed by Stripe's terms.

Late payments. If a charge is declined or payment is not received when due, Kerdora may suspend or terminate access in accordance with Section 14, and may charge interest on past-due amounts at the lesser of 1.5% per month or the maximum rate permitted by law.

Free trial. Kerdora may offer a free trial period of fourteen (14) days for new customers. No payment method is required to start the trial. At the end of the trial, Customer must select a paid plan and provide a valid payment method to continue using the Service. If Customer does not subscribe before the trial ends, access to the Service will be paused until Customer subscribes.

No refunds. All fees are non-refundable, including for partial billing periods, unused features, or downgrades. This does not limit any rights Customer may have under applicable law that cannot be waived.

Auto-renewal. Subscriptions automatically renew at the end of each billing period for an additional term of equal length (monthly plans renew monthly; annual plans renew annually) at the then-current fees, unless Customer cancels before the renewal date as described in Section 14.

Price changes. Kerdora may change fees by giving Customer at least thirty (30) days' notice. Price changes take effect at the start of the next billing period after the notice period ends. Continued use of the Service after a price change takes effect constitutes acceptance of the new fees.

Taxes. Fees are exclusive of taxes. Customer is responsible for all sales, use, and similar taxes, except taxes based on Kerdora's net income.

6. Customer Data and Client Data

Ownership. As between the parties, Customer owns all Customer Data, including Client Data. Kerdora claims no ownership of Customer Data.

License to Kerdora. Customer grants Kerdora a limited, non-exclusive license to host, copy, transmit, display, and process Customer Data solely as necessary to provide and improve the Service, comply with law, and exercise Kerdora's rights under these Terms.

Aggregated and de-identified data. Kerdora may create and use aggregated or de-identified data derived from Customer Data, provided that such data does not identify Customer, any Authorized User, or any end client. Aggregated and de-identified data is owned by Kerdora.

Customer responsibilities. Customer is solely responsible for the accuracy, quality, and legality of Customer Data and Client Data, for the means by which Customer obtains it, and for ensuring it has the right to provide it to Kerdora and to authorize the processing described in these Terms and the Privacy Policy. Customer is responsible for obtaining all necessary consents from end clients for the collection and processing of Client Data, including consents required for Connected Accounts and AI Features.

Data export and deletion. Customer may export Customer Data through features made available in the Service. After termination, Customer has thirty (30) days to export Customer Data, after which Kerdora may delete it, subject to retention required by law or backup schedules.

7. Connected Accounts

The Service offers account aggregation through our third-party provider, Array. Account connections are initiated by Customer's end clients at Customer's request, as described in the Privacy Policy.

By using the account aggregation feature, Customer represents and warrants that:

Customer has obtained, or will obtain, all consents required from end clients to authorize the connection, retrieval, and processing of Connected Account data.
Customer will not use Connected Account data for any purpose other than providing financial planning services to the relevant end client.
Customer understands that Array's services are subject to Array's own terms and privacy policy, and that institutions providing the underlying account data may have their own terms.

Connected account aggregation is a usage-based service. Fees apply as set forth in Section 5 and on our pricing page.

Kerdora is not responsible for outages, errors, or data inaccuracies caused by Array, by financial institutions, or by other third parties involved in the aggregation flow.

8. AI Features

The Service includes AI Features that process advisor-provided inputs through third-party large language model providers (currently Anthropic and Google), as described in the Privacy Policy and on the Subprocessors page.

Advisor-only. AI Features are available only to Authorized Users (advisors and firm personnel). End clients do not interact with AI Features.

Output ownership. As between Customer and Kerdora, Customer owns the inputs Customer submits to AI Features and the outputs returned to Customer through AI Features (collectively, "AI Output"), subject to (i) the rights of third parties, (ii) the terms of the relevant AI subprocessor, and (iii) the inherent limitations of intellectual property law as it applies to AI-generated content. Kerdora makes no representation that AI Output is unique, original, or protectable under copyright or other IP law.

No training on Customer Data. AI subprocessors are engaged under contractual terms that prohibit them from using Customer Data, Client Data, or AI Output to train their models.

Accuracy and reliance. AI Output may be inaccurate, incomplete, biased, or otherwise unsuitable for a given purpose. AI Output is provided "as is," and Customer is solely responsible for reviewing AI Output before relying on it, sharing it with end clients, or using it to make recommendations or decisions. Kerdora is not liable for actions Customer takes based on AI Output.

Permitted use. Customer will not use AI Features to (i) generate content intended to deceive or mislead end clients, (ii) submit Customer Data or Client Data that Customer does not have the right to submit, or (iii) attempt to extract the underlying models or system prompts.

9. Advisor Regulatory Responsibilities

Customer represents, warrants, and covenants that:

Customer (and each Authorized User, as applicable) holds and will maintain all licenses, registrations, and regulatory approvals required to operate as a financial advisor or registered investment adviser in each jurisdiction in which it provides services.
Customer's use of the Service complies with all applicable securities, investment adviser, broker-dealer, fiduciary, anti-money-laundering, and consumer protection laws.
Customer is solely responsible for the financial planning, investment, tax, legal, and other advice it provides to its end clients, regardless of any output, suggestion, or analysis from the Service.
Customer maintains its own books, records, and supervisory procedures as required by applicable law and does not rely on Kerdora for compliance functions.

10. No Advice from Kerdora

Kerdora is a software platform. Kerdora is not a financial advisor, investment adviser, broker-dealer, accountant, attorney, or tax professional, and nothing in the Service constitutes legal, tax, accounting, investment, or other professional advice. Information presented in the Service, including AI Output, is for informational purposes only. Customer is solely responsible for the financial, tax, legal, and other decisions Customer or its end clients make.

11. Confidentiality

"Confidential Information" means any non-public information disclosed by one party to the other that is marked or reasonably understood to be confidential. Kerdora's Confidential Information includes the Service, the Documentation, and pricing. Customer's Confidential Information includes Customer Data.

The receiving party will (i) use Confidential Information only to exercise its rights or perform its obligations under these Terms, (ii) protect it using at least the same degree of care it uses for its own confidential information (and no less than reasonable care), and (iii) not disclose it to third parties except to its employees, contractors, and advisors who need to know and are bound by confidentiality obligations.

Confidential Information does not include information that is publicly available without breach, was independently developed, or was lawfully received from a third party without restriction. The receiving party may disclose Confidential Information to the extent required by law or court order, with prompt notice where legally permitted.

12. Privacy and Data Processing

Kerdora's collection and use of personal information is described in the Privacy Policy at go.kerdora.com/privacy-policy, which is incorporated into these Terms.

Kerdora acts as a processor on behalf of Customer with respect to Client Data, and Customer acts as the controller of Client Data. Kerdora will process Client Data in accordance with Customer's instructions as reflected in these Terms, the Privacy Policy, and Customer's use of the Service.

A Data Processing Agreement (DPA) is available upon request for Customers that require one. Where a signed DPA is in place between Customer and Kerdora, the DPA governs in the event of any conflict with these Terms regarding the processing of personal data.

13. Third-Party Services

The Service relies on third-party services and components, including hosting (Render and Amazon Web Services), payments (Stripe), account aggregation (Array), AI providers (Anthropic and Google), analytics (PostHog and Google Analytics), and communications and CRM tools, as listed on the Subprocessors page.

Customer's use of integrated third-party services may be subject to those third parties' terms. Kerdora makes no warranties regarding third-party services and is not responsible for their acts, omissions, availability, or accuracy, except as expressly set forth in these Terms.

14. Updates, Beta Features, and Discontinuation

Updates. Kerdora may update the Service from time to time, including by adding, modifying, or removing features. Kerdora is not liable for any compatibility issues or loss of settings resulting from updates.

Beta features. Kerdora may make features available on a beta, alpha, preview, or "early access" basis ("Beta Features"). Beta Features are provided "as is," may be unstable or incomplete, and may be modified or withdrawn at any time. Kerdora has no liability arising from Beta Features.

Discontinuation. Kerdora may discontinue the Service in whole or in part. If Kerdora discontinues the Service in its entirety, it will provide at least thirty (30) days' advance notice and a reasonable opportunity to export Customer Data.

15. Term and Termination

Term. These Terms apply from the date Customer first accepts them and continue until terminated as described below.

Termination by Customer. Customer may cancel a subscription at any time through the Service or by contacting support. Cancellation takes effect at the end of the then-current billing period. Customer remains responsible for fees accrued before cancellation. No refunds will be issued for the unused portion of any billing period.

Termination by Kerdora for cause. Kerdora may suspend or terminate Customer's access immediately, with or without notice, if:

Customer fails to pay fees when due and does not cure within ten (10) days after notice.
Customer materially breaches these Terms (including Section 4) and does not cure the breach within ten (10) days after notice, or where the breach is not curable.
Kerdora reasonably believes Customer is engaged in fraud, misrepresentation, or unlawful activity.
Customer becomes the subject of a bankruptcy or insolvency proceeding.
Continued provision of the Service to Customer would, in Kerdora's reasonable judgment, expose Kerdora to legal, regulatory, or reputational risk.
Customer loses any license, registration, or regulatory approval required to operate as a financial advisor or registered investment adviser.

Effect of termination. Upon termination, Customer's right to access the Service ends. Sections that by their nature should survive termination will survive, including Sections 4 (Acceptable Use, with respect to past use), 6 (Customer Data ownership), 9 (Advisor Regulatory Responsibilities, with respect to past use), 10 (No Advice), 11 (Confidentiality), 17 (Indemnification), 18 (Disclaimers), 19 (Limitation of Liability), 20 (Governing Law), and 21 (General Provisions).

Data export. As described in Section 6, Customer has thirty (30) days after termination to export Customer Data, after which Kerdora may delete it, subject to retention required by law or backup schedules.

16. Suspension

Kerdora may suspend access to the Service immediately if (i) Customer's account is past due, (ii) Customer's use poses a security, legal, or operational risk, or (iii) Kerdora reasonably believes a violation of Section 4 has occurred. Kerdora will use commercially reasonable efforts to notify Customer of any suspension and to limit the suspension to what is necessary.

17. Indemnification

By Customer. Customer will defend, indemnify, and hold harmless Kerdora and its officers, directors, employees, and agents from and against any third-party claims, liabilities, damages, losses, and reasonable expenses (including attorneys' fees) arising out of or related to (i) Customer Data or Client Data, (ii) Customer's or any Authorized User's use of the Service in violation of these Terms or applicable law, (iii) Customer's representations under Section 9, or (iv) advice or services Customer provides to its end clients.

By Kerdora. Kerdora will defend, indemnify, and hold harmless Customer from and against third-party claims alleging that the Service, when used in accordance with these Terms, infringes a U.S. patent, copyright, trademark, or trade secret of the third party. Kerdora's obligation does not apply to the extent the claim arises from (i) Customer Data, (ii) Customer's combination of the Service with products or services not provided by Kerdora, (iii) Customer's use of the Service in violation of these Terms or applicable law, or (iv) modifications to the Service made by anyone other than Kerdora. If the Service becomes, or in Kerdora's reasonable opinion is likely to become, the subject of an infringement claim, Kerdora may, at its option and expense, (a) procure for Customer the right to continue using the Service, (b) modify the Service so it is non-infringing, or (c) terminate Customer's access and refund any prepaid, unused fees.

Procedure. The indemnified party will promptly notify the indemnifying party of any claim, give the indemnifying party sole control over the defense and settlement (provided that no settlement may impose obligations on the indemnified party without consent), and reasonably cooperate at the indemnifying party's expense.

This Section 17 states the parties' sole and exclusive remedies for infringement claims.

18. Disclaimers

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. KERDORA DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

KERDORA DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; THAT DEFECTS WILL BE CORRECTED; OR THAT AI OUTPUT, CONNECTED ACCOUNT DATA, OR ANY OTHER OUTPUT WILL BE ACCURATE, COMPLETE, OR FIT FOR ANY PURPOSE.

19. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW:

IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES PAID OR PAYABLE BY CUSTOMER TO KERDORA IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

The limitations in this Section 19 do not apply to (i) Customer's payment obligations, (ii) either party's indemnification obligations under Section 17, (iii) Customer's breach of Section 4, or (iv) liability that cannot be limited under applicable law.

20. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. Any dispute arising out of or relating to these Terms or the Service will be brought exclusively in the state or federal courts located in Delaware, and the parties consent to the personal jurisdiction of those courts.

Waiver of class actions. Each party waives any right to participate in a class, collective, or representative action against the other party.

21. General Provisions

Entire agreement. These Terms, together with the Privacy Policy and any DPA or order form signed between the parties, constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements and understandings.

Order of precedence. In the event of conflict, a signed DPA controls over these Terms with respect to the processing of personal data; otherwise these Terms control over any other terms.

Amendments. Kerdora may update these Terms from time to time. Material changes will be notified by email or in the Service, and for significant changes Kerdora may require Customer to re-accept the updated Terms. Continued use of the Service after the effective date of an update constitutes acceptance.

Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in effect.

No waiver. A party's failure to enforce a right is not a waiver of that right.

Assignment. Customer may not assign or transfer these Terms without Kerdora's prior written consent. Kerdora may assign these Terms in connection with a merger, acquisition, financing, reorganization, or sale of assets. Any attempted assignment in violation of this section is void.

Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including natural disasters, war, terrorism, riots, labor disputes, internet or third-party service outages, or governmental action. This does not excuse Customer's payment obligations.

Notices. Notices to Kerdora must be sent to the contact below. Notices to Customer may be delivered through the Service, by email to the address on file, or by other reasonable means.

Independent contractors. The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, employment, or fiduciary relationship.

No third-party beneficiaries. These Terms do not create rights for any third party.

22. Contact

Kerdora Inc. Attn: Legal 4304 Beaver Run Drive McKinney, Texas 75072 Email: taylor@kerdora.com