1. Agreement to Terms

These Terms and Conditions ("Terms," "Agreement") are a legal agreement between you ("Merchant," "you," "your") and Kepler AI Commerce ("Kepler," "we," "our," "us") regarding your use of the Kepler AI Chat application ("Service," "App," "Platform").

By installing, accessing, or using Kepler, you agree to be bound by these Terms and all policies referenced herein, including our Privacy Policy. If you do not agree to these Terms, you must not use the Service.

These Terms apply to:

Shopify Merchants: Store owners who install Kepler from the Shopify App Store
SaaS Users: Users who access Kepler through direct subscription
Team Members: Employees or agents authorized to use Kepler on behalf of a Merchant

2. Description of Service

Kepler AI Chat is an AI-powered customer service and sales automation platform designed for e-commerce businesses. The Service includes:

AI Chatbot: Conversational AI that answers customer questions using GPT-4, Claude, Gemini, and other AI models
Human Handoff: Live chat functionality allowing human agents to take over conversations
FAQ Management: Self-service knowledge base with AI-powered search
News & Promotions: Announcement system for updates and offers
Smart Discounts: AI-driven personalized discount engine
Quick Actions: Dynamic call-to-action buttons based on conversation context
Visitor Profiling: Behavioral tracking and customer segmentation
Proactive Triggers: Automated chat triggers based on visitor behavior
Cart Recovery: Abandoned cart detection and engagement
Analytics Dashboard: Performance metrics, reports, and insights
Shopify Integration: Deep integration with Shopify's product catalog, orders, and customers

We reserve the right to modify, suspend, or discontinue any feature of the Service at any time with reasonable notice.

3. Account Registration and Eligibility

3.1 Eligibility

To use Kepler, you must:

Be at least 18 years old
Have the legal authority to enter into binding contracts
Operate a legitimate business (not for illegal or prohibited activities)
Have a valid Shopify store (for Shopify App installation) or valid payment method (for SaaS subscription)
Comply with all applicable laws and regulations in your jurisdiction

3.2 Account Security

You are responsible for:

Maintaining the confidentiality of your account credentials
All activities that occur under your account
Immediately notifying us of any unauthorized access or security breaches
Ensuring your team members comply with these Terms

You agree not to share your account credentials with unauthorized third parties.

3.3 Account Termination

We reserve the right to suspend or terminate your account if:

You violate these Terms
You engage in fraudulent activity or abuse the Service
Your payment fails or is reversed
You use the Service for illegal purposes
We are required to do so by law

4. Subscription Plans and Billing

4.1 Pricing

Kepler offers multiple subscription plans with different features and pricing tiers. Current pricing is available on our Pricing Page.

Plans are billed:

Monthly: Recurring charge every 30 days
Annually: Single charge for 12 months (discounted rate)
Lifetime: One-time payment for perpetual access (limited availability)

All prices are in USD unless otherwise stated. Prices may vary by region due to local taxes and currency conversion.

4.2 Free Trial

We offer a free trial period (typically 7 days) for new users. During the trial:

You have full access to all features (subject to usage limits)
No payment is required upfront
You can cancel anytime before the trial ends without being charged
If you do not cancel, your subscription will automatically begin, and you will be charged

Free trials are limited to one per merchant. Duplicate accounts or fraudulent trials will be terminated.

4.3 Billing and Payment

For Shopify Merchants:

Payments are processed through Shopify's billing system
Charges appear on your Shopify invoice
We do not store your credit card information

For Direct SaaS Subscriptions:

Payments are processed through our secure payment processor (Stripe or similar)
You authorize us to charge your payment method on each billing cycle
You must provide valid payment information

4.4 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. By subscribing, you authorize us to charge your payment method for each renewal period.

4.5 Price Changes

We reserve the right to change our pricing at any time. Price changes will:

Be communicated via email at least 30 days in advance
Not affect your current billing cycle (only future renewals)
Give you the option to cancel before the new price takes effect

If you are on a grandfathered pricing plan, we will make reasonable efforts to maintain your rate, but we may adjust pricing with advance notice.

4.6 Refund Policy

General Policy: All sales are final. We do not offer refunds for subscription fees once charged.

Exceptions: Refunds may be issued at our sole discretion in the following cases:

Technical issues caused by our platform that prevent you from using the Service
Billing errors or duplicate charges
Accidental charges after cancellation (if reported within 7 days)

To request a refund, contact support@kepleraicommerce.com within 7 days of the charge. Refunds are issued to the original payment method within 5-10 business days.

5. Usage Limits and Fair Use

5.1 Usage Quotas

Each subscription plan includes usage limits:

Conversation Quota: Maximum number of chat conversations per month
Message Quota: Maximum number of AI-generated messages per month
API Requests: Rate limits on API calls (for advanced integrations)
Data Storage: Retention period for chat history and analytics

If you exceed your quota, we may:

Temporarily pause the chatbot until the next billing cycle
Offer you an upgrade to a higher plan
Charge overage fees (if applicable to your plan)

5.2 Fair Use Policy

You agree to use the Service reasonably and in good faith. Prohibited activities include:

Automated or bot-driven usage that artificially inflates usage metrics
Using the Service for spam, phishing, or malicious purposes
Attempting to reverse-engineer, decompile, or extract source code
Sharing access credentials with third parties or using shared accounts
Abusing free trials by creating multiple accounts
Excessive API requests that impact system performance
Using the Service to train competing AI models or products

Violation of fair use may result in account suspension or termination without refund.

6. Data Ownership and Merchant Responsibilities

6.1 Your Data

You retain full ownership of:

Your Shopify store data (products, orders, customers)
Chat transcripts and conversation history
FAQ articles and news/promotions you create
Analytics data generated from your store

We do not claim ownership of your data. However, you grant us a limited license to use your data to provide the Service, improve our AI models (in anonymized form), and generate aggregated analytics.

6.2 Data Export and Portability

You can export your data at any time through the dashboard:

Chat conversation history (CSV or JSON format)
Analytics reports (PDF or Excel)
FAQ articles and news/promotions (JSON export)
Configuration settings (JSON backup)

Upon account deletion, you have 30 days to export your data before it is permanently deleted.

6.3 Merchant Obligations

As a Merchant, you are responsible for:

Legal Compliance: Ensuring your use of Kepler complies with all applicable laws (GDPR, CCPA, COPPA, etc.)
Privacy Notices: Informing your customers that they are chatting with an AI and that data is being collected
Consent: Obtaining necessary consents from your customers for data collection and processing
Accurate Information: Ensuring product information, pricing, and policies displayed by the chatbot are accurate
Prohibited Content: Not using Kepler to promote illegal products, hate speech, adult content, or fraudulent schemes
Customer Support: Providing adequate human support for complex issues that AI cannot resolve

7. Intellectual Property Rights

7.1 Kepler's IP

All intellectual property rights in the Service, including but not limited to:

Software code, algorithms, and architecture
AI models, training data, and prompts (proprietary)
User interface design, branding, and trademarks
Documentation, guides, and tutorials
Dashboard, analytics tools, and reporting features

...are owned by Kepler AI Commerce or our licensors. You do not acquire any ownership rights by using the Service. You may not copy, modify, distribute, or create derivative works based on our IP.

7.2 Trademarks

"Kepler," "Kepler AI Chat," "Kepler AI Commerce," and associated logos are trademarks of Kepler AI Commerce. You may not use our trademarks without prior written permission.

7.3 Third-Party AI Providers

Kepler uses AI models from OpenAI (GPT-4), Anthropic (Claude), Google (Gemini), and other providers. These are licensed technologies, and their use is subject to the respective providers' terms:

8. Warranties and Disclaimers

8.1 "AS IS" Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

To the fullest extent permitted by law, Kepler disclaims all warranties, including but not limited to:

Warranties of merchantability, fitness for a particular purpose, and non-infringement
Warranties regarding accuracy, reliability, or completeness of AI-generated responses
Warranties that the Service will be uninterrupted, secure, or error-free
Warranties that defects will be corrected within a specific timeframe

8.2 AI Limitations

AI-generated responses may:

Contain inaccuracies, errors, or "hallucinations" (false information)
Misinterpret customer questions or provide irrelevant answers
Fail to understand nuanced or complex queries
Reflect biases present in training data

You are responsible for reviewing AI responses and ensuring they meet your standards. We recommend implementing human oversight for critical interactions.

8.3 No Guarantee of Results

We do not guarantee that using Kepler will:

Increase your sales, revenue, or conversion rates
Reduce your customer support workload by a specific percentage
Improve customer satisfaction scores
Achieve any specific business outcome

Results depend on many factors outside our control, including your product quality, pricing, marketing, and industry.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, KEPLER SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

This includes, but is not limited to, damages for:

Lost profits, revenue, sales, or business opportunities
Loss of data or inability to access data
Reputational harm or damage to goodwill
Cost of substitute services or downtime
Third-party claims against you based on AI responses

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF THESE TERMS SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM, OR $100 USD, WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so these limitations may not apply to you. In such cases, our liability is limited to the maximum extent permitted by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless Kepler, its affiliates, officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

Your use or misuse of the Service
Your violation of these Terms
Your violation of any law or regulation
Your infringement of any third-party rights (intellectual property, privacy, etc.)
Your store's products, services, or business practices
Content you provide to the chatbot (FAQs, product descriptions, etc.)
Disputes with your customers arising from chatbot interactions

We reserve the right to assume exclusive control of any matter subject to indemnification, in which case you agree to cooperate with our defense.

11. Termination

11.1 Cancellation by You

You may cancel your subscription at any time:

Shopify Merchants: Uninstall the app from your Shopify admin
SaaS Users: Cancel from the billing settings in your dashboard

Upon cancellation:

Your access will continue until the end of the current billing period
No refunds will be issued for the remaining days of the billing period
Automatic renewal will be disabled
You can export your data within 30 days of cancellation

11.2 Termination by Kepler

We may suspend or terminate your account immediately if:

You violate these Terms or our policies
Your account is involved in fraudulent or illegal activity
You abuse the Service or exceed fair use limits
Your payment fails repeatedly
We are required to do so by law or court order

In cases of termination for cause, no refunds will be issued.

11.3 Effect of Termination

Upon termination:

Your access to the Service will be immediately revoked
The chatbot widget will no longer appear on your store
Your data will be retained for 30 days for recovery, then permanently deleted
Sections of these Terms that should survive termination (e.g., indemnification, liability limitations) will remain in effect

12. Privacy and Data Protection

Our collection, use, and protection of your data is governed by our Privacy Policy, which is incorporated into these Terms by reference.

Key points:

We comply with GDPR, CCPA, and other privacy regulations
You retain ownership of your data
We use industry-standard security measures to protect data
We do not sell your personal data to third parties
You have the right to access, correct, and delete your data

For detailed information, please review our full Privacy Policy.

13. Modifications to the Service and Terms

13.1 Service Changes

We reserve the right to:

Add, modify, or remove features from the Service
Update AI models and algorithms
Change system requirements or supported platforms
Perform maintenance and upgrades

We will make reasonable efforts to notify you of significant changes, but we are not obligated to maintain backward compatibility or preserve removed features.

13.2 Terms Updates

We may update these Terms from time to time. When we make material changes:

We will update the "Effective Date" at the top of this page
We will notify you via email or dashboard notification
You will have 30 days to review the changes
Continued use of the Service after the effective date constitutes acceptance

If you do not agree to the updated Terms, you must cancel your subscription before the effective date.

14. Dispute Resolution

14.1 Governing Law

These Terms are governed by the laws of [Your Jurisdiction] without regard to conflict of law principles. Any disputes arising from these Terms or your use of the Service will be subject to the exclusive jurisdiction of the courts in [Your Jurisdiction].

14.2 Arbitration Agreement

Any dispute, claim, or controversy arising out of these Terms shall be resolved through binding arbitration, except:

Claims seeking injunctive relief for intellectual property infringement
Small claims court disputes (under $10,000)

Arbitration will be conducted by a neutral arbitrator in accordance with [Arbitration Rules]. You waive the right to participate in class action lawsuits or class-wide arbitration.

14.3 Informal Resolution

Before initiating arbitration, you agree to attempt to resolve the dispute informally by contacting us at legal@kepleraicommerce.com. We will work in good faith to resolve disputes within 30 days.

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Kepler regarding your use of the Service.

15.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, the remaining provisions will remain in full force and effect.

15.3 Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or our right to enforce it in the future.

15.4 Assignment

You may not assign or transfer these Terms or your account without our written consent. We may assign these Terms to any successor entity in the event of a merger, acquisition, or sale of assets.

15.5 Force Majeure

We are not liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, strikes, natural disasters, or internet outages.

15.6 Notices

All notices to you will be sent to the email address associated with your account. Notices to us should be sent to legal@kepleraicommerce.com.

15.7 Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights except as expressly stated herein.

15.8 Survival

Sections that by their nature should survive termination (including but not limited to warranties, liability limitations, indemnification, and dispute resolution) will survive the termination of these Terms.

16. Contact Information

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

Kepler AI Commerce

General Inquiries: support@kepleraicommerce.com

Legal/Terms: legal@kepleraicommerce.com

Privacy/Data: privacy@kepleraicommerce.com

Website: https://kepleraicommerce.com

Terms & Conditions