Terms of Service

1. Services

Korso provides AI-powered products for manufacturing businesses and their teams. The Services include Atlas, an AI-powered manufacturing operations platform designed to streamline supplier communication, quoting, purchase-order management, document processing, and business intelligence, and Hermes, an ERP and CRM connectivity layer that enables authorized AI assistants to query your Organization's business data via the Model Context Protocol (MCP). The Services may include, without limitation, tools for email integration, quote and purchase-order generation, document extraction and classification, entity resolution, pricing intelligence, an AI assistant, ERP and CRM connectivity, dashboards, analytics, alerts, and programmatic access via API.

We may update, improve, or modify features from time to time. Where reasonably practicable, we will avoid changes that materially diminish core functionality you rely on in the ordinary course of using the Services.

2. Eligibility and accounts

You must be at least 18 years old and have the legal capacity to enter into a contract to use the Services. Access to the Services is provided to you through your employer, team, or other organization (your "Organization").

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us or your Organization promptly of any unauthorized use or security incident.

3. Authorized use

You may use the Services only for lawful business purposes and in accordance with these Terms and any agreement between Korso and your Organization. You agree not to:

• access or use the Services in violation of any applicable law or regulation;
• reverse engineer, decompile, or attempt to derive the source code of the Services;
• interfere with or disrupt the integrity or performance of the Services;
• use the Services to send spam or other unauthorized communications;
• use the Services to store or transmit malicious code, or to infringe or misappropriate the rights of any third party;
• exceed applicable rate limits or attempt to circumvent access controls, authentication mechanisms, or usage restrictions;
• use data extracted by the Services for purposes outside the scope authorized by your Organization or these Terms;
• access, modify, or delete data in connected third-party business systems (ERPs, CRMs, accounting platforms) beyond the scope authorized by your Organization;
• connect third-party business systems to the Services without proper authorization from the system owner or administrator;
• publish or share benchmarks, performance tests, or competitive comparisons of the Services without Korso's prior written consent;
• use the Services, including AI-generated outputs, to develop, train, or improve a product or service that competes with the Services;
• use the Services in violation of applicable export-control, trade-sanctions, or anti-money-laundering laws, including those administered by the U.S. Office of Foreign Assets Control (OFAC) or the Bureau of Industry and Security (BIS).

4. Data and privacy

Our collection and use of personal data in connection with the Services is described in our privacy policy. Your Organization may have additional policies that govern how your data is used and shared.

You represent that you have obtained all necessary rights, consents, and authorizations to submit data to the Services, including email content, attachments, supplier communications, pricing information, and operational data, and to permit Korso to process that data as described in these Terms and our privacy policy. When connecting external business systems through Hermes, you represent that you have all necessary authorizations from the system owner to grant Korso access to the data contained therein.

5. Subscription and billing

The Services are offered on a subscription basis. Fees are billed in advance on a recurring basis (monthly or annually, depending on your plan). Your subscription will automatically renew at the end of each billing period at the then-current rate unless you cancel before the renewal date. By subscribing, you authorize Korso to charge the payment method on file for all recurring fees until you cancel. This is your agreement to automatic renewal as required by California Business and Professions Code sections 17600–17606.

Payment is processed by our third-party payment processor, Stripe. Korso does not store your credit-card numbers or bank-account details on our systems. You are responsible for keeping your payment information current and for any charges incurred by your account.

You may cancel your subscription at any time through the Services or by contacting us. Cancellation takes effect at the end of the current billing period, and you will retain access to the Services until that date. We do not provide refunds for partial billing periods unless required by applicable law.

Seat count adjustments during a billing period are prorated. We may change our fees upon thirty (30) days' prior written notice. If you do not agree with a fee change, you may cancel your subscription before the new fees take effect.

Korso may offer free tiers, trials, or promotional access to certain Services. Free or trial access may be subject to usage limits and may be modified or discontinued at any time without prior notice. At the end of a trial period, your access may convert to a paid subscription unless you cancel before the trial expires. We will notify you before any automatic conversion to a paid plan.

All fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and government levies (excluding taxes based on Korso's net income) arising from your subscription. If Korso is required to collect or remit taxes on your behalf, the applicable amount will be invoiced and is due upon receipt.

If a payment is declined or otherwise fails, we will notify you and provide a grace period of seven (7) calendar days to update your payment method. If payment is not received within the grace period, we may suspend access to the Services until payment is made. Suspension does not relieve your obligation to pay any outstanding fees.

6. Email integration

The Services may connect to your Organization's email accounts (such as Gmail or other supported providers) using credentials or OAuth tokens supplied by authorized users. When an email connection is established, Korso ingests the historical and ongoing contents of the connected mailbox, including message bodies, headers, metadata, and attachments, to power document extraction, entity resolution, quoting, and the AI assistant.

Email credentials are encrypted at rest using AES-256-GCM. You are responsible for ensuring that connecting a mailbox to the Services complies with your Organization's internal policies and with any applicable laws governing electronic communications. Korso does not access mailboxes beyond the scope of the permissions granted during the connection flow.

7. Document processing

The Services process documents submitted by users or extracted from connected email accounts. Processing may include optical character recognition (OCR), AI-powered classification, data extraction, entity resolution, and pricing analysis. Supported formats include, without limitation, PDF, Excel, and common image formats.

Documents and their extracted data are stored within your Organization's isolated environment in the Services. Korso does not use the content of your documents to train general-purpose AI models. Document data may be transmitted to third-party AI and OCR sub-processors solely for the purpose of providing the extraction and classification functionality described herein.

8. AI-powered features

Korso uses artificial-intelligence and machine-learning models to provide features including, without limitation, document classification and extraction, entity resolution, pricing intelligence, smart alerts, an AI assistant with retrieval-augmented generation (RAG), and automated quote and purchase-order drafting. These features rely on third-party large-language-model providers (currently Google Vertex AI, Microsoft Azure OpenAI Service, and OpenAI) that process your data under contractual obligations of confidentiality and restricted use.

AI-generated outputs, including extracted data, suggested prices, drafted documents, and conversational responses, are intended to augment, not replace, human judgment. You remain solely responsible for reviewing all AI outputs and making operational, financial, and compliance decisions. Korso does not guarantee the accuracy, completeness, or fitness of any AI-generated output for a particular purpose.

The Services include configurable autonomous agents that can perform actions on behalf of your Organization, such as drafting and sending quotes, generating purchase orders, and sending emails. Your Organization is solely responsible for configuring agent permissions, reviewing agent-initiated actions, and designating authorized personnel to act as agent supervisors. Certain actions classified as high-risk (such as sending external communications or approving purchase orders) are disabled by default and require an Organization administrator to affirmatively enable them through the platform's agent permission settings. Enabling a high-risk action constitutes your Organization's acknowledgment that agents may perform that action without prior human review of each instance. Korso is not liable for any loss, damage, or obligation arising from actions taken by autonomous agents that your Organization has authorized, including but not limited to inaccurate, misleading, or incomplete content generated by AI models.

9. Third-party services

The Services integrate with and rely on third-party systems, including cloud infrastructure providers (Google Cloud Platform), email providers (Gmail, Aliyun), AI model providers (Google Vertex AI, Microsoft Azure OpenAI Service, OpenAI), web-search services (Microsoft Bing), OCR services (Google Document AI), payment processors (Stripe), product-analytics platforms (PostHog), transactional email services (Resend), and hosting platforms (Vercel). Your use of those third-party services is subject to the terms and privacy policies of the respective providers.

Korso is not responsible for the acts or omissions of third-party providers or for the accuracy, completeness, or availability of data obtained from them.

10. API and programmatic access

Korso may offer programmatic access to the Services through an application programming interface (API). Use of the API is subject to these Terms, any additional API-specific documentation, and the rate limits and usage restrictions published by Korso. Korso reserves the right to throttle, suspend, or revoke API access that threatens the stability or security of the Services.

11. Intellectual property

Korso and its licensors retain all rights, title, and interest in and to the Services, including all related intellectual property rights. Except for the limited rights expressly granted to you or your Organization, no rights are granted by implication or otherwise.

You retain all rights in your data. By submitting data to the Services, you grant Korso a non-exclusive, worldwide, royalty-free license to host, use, process, transmit, and display that data as necessary to provide the Services and to improve their performance, reliability, and security. For clarity, this license does not grant Korso the right to use your data to train general-purpose AI models or to provide services to other Organizations.

12. Indemnification

You agree to indemnify, defend, and hold harmless Korso, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to: (a) your or your Organization's use of the Services; (b) your breach of these Terms; (c) your violation of any applicable law or regulation; or (d) any data submitted by you or on your behalf that infringes or misappropriates the rights of a third party.

Korso will indemnify, defend, and hold harmless your Organization from and against any third-party claim that the Services, as provided by Korso and used in accordance with these Terms, infringe or misappropriate that third party's intellectual-property rights, and will pay any damages finally awarded or settlement amounts agreed to by Korso. This obligation does not apply to the extent a claim arises from: (a) your data or content; (b) modifications to the Services not made by Korso; (c) use of the Services in combination with products or services not provided by Korso; or (d) use of the Services after Korso has notified you to cease due to an infringement claim. This section states Korso's entire liability and your exclusive remedy for intellectual-property infringement claims.

13. Disclaimers

To the maximum extent permitted by law, the Services are provided on an "as is" and "as available" basis, and Korso disclaims all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Korso does not warrant that the Services will be uninterrupted, error-free, or free of harmful components, or that any AI-generated outputs, recommendations, extracted data, or pricing suggestions will be accurate, complete, or achieve any particular result.

14. Limitation of liability

To the maximum extent permitted by law, in no event will Korso be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenues, data, or use, arising out of or related to your use of the Services, even if we have been advised of the possibility of such damages.

Except for obligations arising from Section 12 (Indemnification) and claims arising from a party's willful misconduct, gross negligence, or breach of confidentiality, Korso's aggregate liability arising out of or related to the Services will not exceed the amounts actually paid or payable by your Organization for the Services during the twelve (12) months immediately preceding the event giving rise to the claim. For the excluded obligations, aggregate liability will not exceed two (2) times the amounts paid or payable during the same twelve-month period.

15. Term and termination

Your access to the Services continues for so long as Korso makes the Services available to your Organization or until your account is suspended or terminated in accordance with these Terms or the agreement between Korso and your Organization.

If we reasonably believe that you have violated these Terms, we will provide written notice describing the violation and a fifteen (15) calendar day period to cure the breach, except that we may suspend or terminate access immediately without a cure period where: (a) you pose an imminent security risk; (b) your use could cause harm to Korso, other users, or third parties; (c) the breach is not capable of cure; or (d) you have previously been notified of the same or a substantially similar violation. Upon termination, your right to access the Services ceases immediately. You may request a data export pursuant to Section 21 within thirty (30) calendar days following termination. After this retrieval window, Korso may delete your data in accordance with its data-retention practices and any applicable agreements with your Organization.

16. Governing law and dispute resolution

These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the substantive laws of the State of Delaware, United States, without regard to its conflict-of-laws principles. Korso, Inc. is incorporated in the State of Delaware and conducts business in the State of California. To the extent any dispute is subject to arbitration under Section 17, the Federal Arbitration Act governs the enforcement and interpretation of the arbitration agreement, and the procedural law of the State of California governs the conduct of the arbitration proceedings.

Any dispute that cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the state and federal courts located in the State of Delaware. Nothing in this section limits the right of either party to seek injunctive or other equitable relief in any court of competent jurisdiction. To the extent that the California Consumer Privacy Act (CCPA) or the California Privacy Rights Act (CPRA) applies to you, Korso will comply with those laws as described in our privacy policy.

17. Arbitration and class action waiver

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS. By agreeing to these Terms, you and Korso agree that any dispute, claim, or controversy arising out of or relating to the Services or these Terms (a "Dispute") will be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, rather than in court, except that either party may bring qualifying claims in small claims court.

YOU AND KORSO EACH WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. Disputes will be resolved on an individual basis only. The arbitrator may not consolidate claims or preside over any form of class or representative proceeding.

The seat of arbitration shall be Orange County, California. The arbitrator's decision will be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party will bear its own costs of arbitration, except as otherwise required by the AAA rules or applicable law.

You may opt out of this arbitration agreement by sending written notice to Korso, Inc., 9 Lancewood Way, Irvine, CA 92612, within thirty (30) days of first accepting these Terms. Your notice must include your name, email address, and a clear statement that you wish to opt out of the arbitration and class action waiver provisions. If you opt out, the Governing Law and Dispute Resolution section above will apply in full.

18. Force majeure

Neither party will be liable for any delay or failure to perform its obligations under these Terms to the extent that the delay or failure is caused by events beyond its reasonable control, including but not limited to natural disasters, pandemics, war, terrorism, government actions, labour disputes, Internet or telecommunications failures, or denial-of-service attacks.

19. Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be enforced to the maximum extent permitted by law and the remaining provisions will remain in full force and effect.

20. Entire agreement

These Terms, together with our privacy policy and any applicable agreement between Korso and your Organization, constitute the entire agreement between you and Korso regarding the Services and supersede all prior agreements, representations, and understandings.

21. Data portability

Upon written request, Korso will provide your Organization with a machine-readable export of the data stored in the Services, in a commonly used format, within thirty (30) calendar days of receiving the request. Where applicable data-protection law provides a right to data portability free of charge (such as GDPR Article 20), no fee will be charged for the first export in any twelve-month period. In other cases, reasonable fees reflecting administrative costs may apply.

22. Changes to these Terms

We may update these Terms from time to time. If we make material changes, we will provide at least thirty (30) days' notice through the Services or by other reasonable means before the changes take effect. Your continued use of the Services after the changes become effective constitutes your acceptance of the updated Terms. If you do not agree with the updated Terms, you must stop using the Services.