Terms of Service

1. Introduction

Konnect SP LLC (“KonnectSP,” “we,” “our,” or “us”) provides a technology platform purpose-built for the structured planning industry, enabling financial professionals, insurance carriers, and settlement planning organizations to manage sensitive case data, process annuity applications, extract document variables, validate policies, and conduct document-based queries (collectively, the “Services”).

These Terms of Service (“Terms”) govern your access to and use of the KonnectSP platform, website (konnectsp.com), APIs, and all related services. By creating an account, accessing, or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy, which is incorporated herein by reference.

If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and references to “you” or “your” include both you and the organization.

2. Eligibility

The Services are designed for use by licensed professionals and business organizations in the structured settlement, annuity, insurance, and legal industries. By using the Services, you represent and warrant that:

• You are at least 18 years of age and have the legal capacity to enter into a binding agreement.
• You are accessing the Services in a professional capacity on behalf of yourself or a duly authorized organization.
• You will comply with all applicable federal, state, and local laws and regulations in connection with your use of the Services.
• Your use of the Services does not violate any agreement to which you are a party.

3. Account Registration and Security

3.1 Account Creation

To access the Services, you must register for an account by providing accurate, current, and complete information, including your full name, email address, organization name, and professional credentials. You agree to update your account information promptly to keep it accurate and complete.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to:

• Use a strong, unique password and enable multi-factor authentication where available.
• Notify KonnectSP immediately at legal@konnectsp.com if you become aware of any unauthorized access to or use of your account.
• Not share your account credentials with any third party or allow any other person to access the Services using your account.

KonnectSP is not liable for any loss or damage arising from your failure to maintain the security of your account credentials.

3.3 Account Administrators

If you register an organizational account, the designated account administrator is responsible for managing user access, permissions, and compliance with these Terms across all users within the organization.

4. License and Use of the Services

4.1 License Grant

Subject to your compliance with these Terms and payment of all applicable fees, KonnectSP grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your internal settlement planning, case management, annuity processing, and related professional work.

4.2 License Restrictions

You may not, and may not permit any third party to:

• Resell, sublicense, lease, rent, or distribute the Services or any portion thereof to any third party.
• Use the Services to build, train, or improve a competing product or service, whether directly or indirectly.
• Copy, modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the Services, except to the extent expressly permitted by applicable law.
• Remove, alter, or obscure any proprietary notices, labels, or branding on the Services.
• Access the Services through automated means (bots, scrapers, crawlers) except through APIs we expressly provide and authorize.
• Use the Services in any manner that could damage, disable, overburden, or impair the platform or interfere with any other party’s use of the Services.
• Circumvent or attempt to circumvent any access controls, security features, or usage limitations of the Services.

5. Acceptable Use Policy

You agree to use the Services only for lawful purposes and in compliance with these Terms. Without limiting the foregoing, you agree not to:

• Upload, transmit, or store any content that violates applicable law, infringes or misappropriates any third-party intellectual property rights, or violates any contractual or fiduciary obligations.
• Upload, transmit, or store any content containing malware, viruses, Trojan horses, ransomware, or any other harmful or malicious code.
• Engage in any activity that could compromise the security, integrity, or availability of the Services or any data processed through them.
• Impersonate any person or entity, or falsely represent your affiliation with any person or entity.
• Use the Services to transmit unsolicited communications, spam, or phishing attempts.
• Attempt to gain unauthorized access to other users’ accounts, data, or any systems or networks connected to the Services.
• Use the Services for any purpose that is fraudulent, deceptive, or harmful to KonnectSP, its users, or any third party.

6. AI-Powered Features and Verification

6.1 AI Features

The Services include artificial intelligence and machine learning features designed to assist with document extraction, variable identification, annuity application generation, settlement document drafting, policy comparison, and document-based querying. These features are designed to be source-traceable and accurate, drawing from the documents and data you provide.

6.2 Your Responsibility to Verify

Notwithstanding the design capabilities of our AI features, you acknowledge and agree that:

• Professional Review Required: You remain solely responsible for reviewing, verifying, and validating all AI-generated content—including annuity applications, settlement documents, policy comparisons, extracted variables, and any other outputs—before use in client-facing, regulatory, legal, or transactional contexts.
• No Guarantee of Accuracy: While KonnectSP strives for accuracy, AI-generated outputs may contain errors, omissions, or inaccuracies. The Services do not replace professional judgment, legal advice, financial advice, or regulatory compliance analysis.
• No Liability for AI Outputs: KonnectSP shall not be liable for any decisions made, actions taken, or obligations incurred in reliance on AI-generated content without independent professional verification.

6.3 AI Data Handling

Consistent with our Privacy Policy and zero data sharing philosophy, KonnectSP does not use your case data, documents, or content to train, fine-tune, or improve shared AI or machine learning models. AI processing is performed solely to deliver the specific features and services you have requested.

7. Customer Data and Intellectual Property

7.1 Your Data

You retain all ownership rights in and to the data, documents, case files, and content you upload to or create within the Services (“Customer Data”). You grant KonnectSP a limited, non-exclusive license to access, process, store, and transmit Customer Data solely as necessary to provide and improve the Services and as described in our Privacy Policy.

7.2 Data Portability

You may export your Customer Data at any time through the platform’s built-in export features. Upon termination of your account, you will have 30 calendar days to export your Customer Data before it is scheduled for secure deletion in accordance with our data retention practices.

7.3 KonnectSP Intellectual Property

The Services, including all software, algorithms, models, user interfaces, designs, documentation, trademarks, logos, and all other intellectual property associated with the platform, are and remain the exclusive property of KonnectSP or its licensors. Nothing in these Terms grants you any ownership interest in the Services. All rights not expressly granted herein are reserved by KonnectSP.

7.4 Feedback

If you provide KonnectSP with suggestions, ideas, enhancement requests, or other feedback regarding the Services (“Feedback”), you grant KonnectSP a perpetual, irrevocable, royalty-free, worldwide license to use, modify, and incorporate such Feedback into the Services without obligation or compensation to you.

8. Subscription, Payment, and Billing

8.1 Subscription Plans

Access to the Services is available through subscription plans as described on our website or as agreed upon in an executed order form. Subscription plans may include different tiers of features, usage limits, and support levels.

8.2 Billing and Payment

Paid plans are billed in advance on a monthly or annual basis, as selected at the time of subscription. All fees are stated in United States dollars unless otherwise specified. You authorize KonnectSP to charge your designated payment method for all applicable fees on a recurring basis until your subscription is cancelled.

8.3 Pricing Changes

KonnectSP may update subscription pricing from time to time. We will provide at least 30 days’ written notice before any pricing changes take effect for your next renewal period. Your continued use of the Services after the effective date of a pricing change constitutes your acceptance of the updated pricing.

8.4 Refund Policy

All fees are non-refundable except where required by applicable law. If you believe you have been billed in error, you must contact us at legal@konnectsp.com within 30 days of the charge in question.

8.5 Taxes

All fees are exclusive of applicable taxes, levies, and duties. You are responsible for paying all taxes associated with your use of the Services, excluding taxes based on KonnectSP’s net income.

8.6 Late Payment

If any payment is not received by the due date, KonnectSP reserves the right to suspend access to the Services until all outstanding amounts are paid in full. Overdue balances may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law.

9. Term and Termination

9.1 Term

These Terms are effective from the date you first access or use the Services and remain in effect until terminated by either party in accordance with this Section.

9.2 Termination by You

You may cancel your subscription at any time through your account settings or by contacting us at legal@konnectsp.com. Cancellation will take effect at the end of your current billing period, and you will retain access to the Services until that date.

9.3 Termination by KonnectSP

KonnectSP may suspend or terminate your access to the Services, in whole or in part, immediately and without prior notice, if:

• You materially breach these Terms and fail to cure such breach within 15 days of receiving written notice.
• You engage in conduct that threatens the security, integrity, or availability of the Services.
• You fail to pay any fees when due and such failure continues for more than 15 days after notice.
• Continued provision of the Services to you would violate applicable law or regulation.

9.4 Effect of Termination

Upon termination of your account for any reason:

• Your license to access and use the Services will immediately cease.
• You will have 30 calendar days from the date of termination to export your Customer Data using the platform’s export features.
• After the 30-day export period, KonnectSP will securely delete your Customer Data in accordance with our data retention practices, unless retention is required by applicable law.
• Sections of these Terms that by their nature should survive termination—including without limitation Sections 6.2, 7, 10, 11, 12, 13, and 14—will continue in full force and effect.

10. Confidentiality

Each party acknowledges that it may receive or have access to confidential information of the other party in connection with the Services (“Confidential Information”). Confidential Information includes, without limitation, Customer Data, business plans, technical specifications, pricing, security configurations, and any information designated as confidential or that a reasonable person would understand to be confidential.

Each party agrees to: (a) hold the other party’s Confidential Information in strict confidence; (b) use such Confidential Information only for the purposes contemplated by these Terms; and (c) not disclose such Confidential Information to any third party except as expressly permitted herein or with the disclosing party’s prior written consent. These obligations do not apply to information that is publicly known through no fault of the receiving party, independently developed, or rightfully received from a third party without restriction.

11. Disclaimers

To the maximum extent permitted by applicable law, the Services are provided “as is” and “as available” without warranties of any kind, whether express, implied, statutory, or otherwise. KonnectSP expressly disclaims all implied warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Without limiting the foregoing, KonnectSP does not warrant that:

• The Services will be uninterrupted, error-free, secure, or available at any particular time or location.
• Any defects or errors in the Services will be corrected.
• The Services will meet your specific requirements or expectations.
• AI-generated outputs will be accurate, complete, or suitable for any particular purpose.
• The results obtained from use of the Services will be accurate or reliable.

12. Limitation of Liability

12.1 Exclusion of Certain Damages

To the maximum extent permitted by applicable law, in no event shall KonnectSP, its affiliates, officers, directors, employees, agents, or licensors be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, goodwill, or revenue, arising out of or related to these Terms or your use of the Services, regardless of the theory of liability (contract, tort, strict liability, or otherwise) and even if KonnectSP has been advised of the possibility of such damages.

12.2 Aggregate Liability Cap

To the maximum extent permitted by applicable law, KonnectSP’s total aggregate liability arising out of or related to these Terms or the Services shall not exceed the total fees actually paid by you to KonnectSP in the twelve (12) months immediately preceding the event giving rise to the claim.

12.3 Exceptions

The limitations set forth in this Section 12 do not apply to: (a) either party’s breach of its confidentiality obligations; (b) either party’s indemnification obligations; or (c) liability that cannot be limited or excluded under applicable law.

13. Indemnification

You agree to indemnify, defend, and hold harmless KonnectSP, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your use of the Services in violation of these Terms.
• Your violation of any applicable law, regulation, or third-party right.
• Any Customer Data you upload, transmit, or store through the Services.
• Any reliance on AI-generated outputs without appropriate professional verification.
• Any dispute between you and your clients, partners, or other third parties arising from your use of the Services.

14. Dispute Resolution and Governing Law

14.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

14.2 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to contact KonnectSP at legal@konnectsp.com and attempt to resolve the dispute informally for a period of at least 30 days.

14.3 Arbitration

If informal resolution is unsuccessful, any dispute, controversy, or claim arising out of or relating to these Terms or the breach thereof shall be settled by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in Newport Beach, California, by a single arbitrator. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

14.4 Class Action Waiver

You agree that any claims arising out of or related to these Terms or the Services will be resolved on an individual basis only and not as a plaintiff or class member in any purported class, consolidated, or representative action.

14.5 Injunctive Relief

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or Confidential Information.

15. Modifications to These Terms

KonnectSP reserves the right to modify these Terms at any time. When we make material changes, we will:

• Post the updated Terms on our website with a revised effective date.
• Notify registered users via email or in-platform notification at least 30 days prior to the changes taking effect.
• Obtain renewed consent where required by applicable law.

Your continued use of the Services after the effective date of a revised version of these Terms constitutes your acceptance of those changes. If you do not agree to the revised Terms, you must discontinue your use of the Services prior to the effective date.

16. Third-Party Services and Integrations

The Services may integrate with or contain links to third-party applications, services, or websites that are not owned or controlled by KonnectSP. Your use of third-party services is subject to their own terms and conditions and privacy policies. KonnectSP is not responsible for the availability, accuracy, content, or practices of any third-party services, and your use of such services is at your own risk.

17. Service Availability and Modifications

17.1 Availability

KonnectSP endeavors to maintain high availability of the Services but does not guarantee uninterrupted access. The Services may be temporarily unavailable due to scheduled maintenance, upgrades, or circumstances beyond our reasonable control.

17.2 Modifications to the Services

KonnectSP reserves the right to modify, update, or discontinue any feature or functionality of the Services at any time. We will use commercially reasonable efforts to provide advance notice of material changes that may adversely affect your use of the Services. In the event that KonnectSP discontinues the Services entirely, we will provide at least 90 days’ notice and a reasonable opportunity for you to export your Customer Data.

18. Force Majeure

Neither party shall be liable for any failure or delay in performance under these Terms (other than payment obligations) to the extent caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, epidemics or pandemics, government orders, labor disputes, power failures, internet or telecommunications failures, or denial-of-service attacks.

19. General Provisions

19.1 Entire Agreement

These Terms, together with the Privacy Policy and any executed order forms, constitute the entire agreement between you and KonnectSP regarding the Services and supersede all prior or contemporaneous agreements, understandings, and communications, whether written or oral.

19.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

19.3 Waiver

The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by the party granting the waiver.

19.4 Assignment

You may not assign or transfer these Terms or any rights hereunder without the prior written consent of KonnectSP. KonnectSP may assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets without your consent. Any attempted assignment in violation of this Section shall be null and void.

19.5 Notices

All notices required or permitted under these Terms shall be in writing and sent to the email address associated with your account (for notices to you) or to legal@konnectsp.com (for notices to KonnectSP). Notices shall be deemed delivered upon transmission via email.

19.6 Relationship of the Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and KonnectSP. Neither party has the authority to bind the other or incur obligations on the other’s behalf.

20. Industry-Specific Acknowledgments

Given the specialized nature of the structured planning industry, you acknowledge and agree that:

• Regulatory Compliance: You are solely responsible for ensuring that your use of the Services complies with all applicable industry regulations, including but not limited to HIPAA, the Gramm-Leach-Bliley Act (GLBA), state insurance regulations, and any other applicable federal or state requirements.
• Professional Standards: The Services are designed to support, not replace, your professional obligations. You remain responsible for exercising independent professional judgment in all matters relating to your clients and cases.
• Data Sensitivity: You acknowledge that the data processed through the Services may include Protected Health Information (PHI), financial information, and other highly sensitive personal data, and you agree to handle such data in accordance with all applicable laws and professional standards.

21. Contact Information

If you have questions, concerns, or requests related to these Terms of Service, please contact us:

End of Terms of Service

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