PUBLIC SUMMARYThis is a public summary intended to help you understand the contract before you sign. The full executable Master Service Agreement and Order Form, signed by both parties, govern in case of any conflict. Request the executable contract by emailing sales@klindros.com.
01Definitions
Key terms used throughout the contract:
- Service. The KlindrOS platform and any modules you have subscribed to, including KScore, Media Command, Executive Command Center, and the CDP, as identified in the Order Form.
- Customer. The legal entity that signs the Order Form.
- Authorized User. Any individual who accesses the Service on behalf of the Customer.
- Customer Data. All data and content provided to KlindrOS by or on behalf of the Customer.
- Confidential Information. Non-public business or technical information disclosed by either party in connection with the Service.
02Service description and availability
KlindrOS provides an AI-powered marketing operating system across diagnostic, execution, and reporting layers. Specific modules are listed in your Order Form.
We commit to 99.9% monthly uptime for paid subscriptions, measured outside of scheduled maintenance windows. Scheduled maintenance is announced at least 48 hours in advance via email and the in-app notification centre, except for emergency security patches.
The free Diagnostic tier and KScore Personal one-time scans are provided on an as-is basis without an uptime commitment, but we apply the same security and privacy controls.
03Subscription and billing
Subscription pricing, billing frequency, and contract term are set out in the Order Form. KlindrOS offers four tiers: Diagnostic (free first run), Operator, Executive, and Enterprise. KScore Personal is a one-time purchase priced in IDR via Duitku.
Invoices are issued in the currency specified in the Order Form (IDR, USD, or SGD). Payment terms are net 14 days from invoice date unless otherwise agreed. Late payments accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.
Subscriptions renew automatically at the end of each term unless either party gives written notice of non-renewal at least 30 days before the term ends.
04Customer data and ownership
Customer retains all rights, title, and interest in Customer Data. KlindrOS receives only a limited licence to process Customer Data for the purpose of providing the Service, in line with the Privacy Policy and the Data Processing Addendum.
We do not use Customer Data to train public AI models. Customer Data is segregated by tenant and never shared with other customers.
Upon termination, Customer can request a full export of Customer Data in CSV or JSON format. We delete Customer Data within 90 days of termination, except where retention is required by law.
05Acceptable use
Customer agrees not to use the Service to:
- Violate any applicable law, including data protection, consumer protection, or anti-spam law.
- Attempt to reverse engineer, decompile, or extract the source code of the Service.
- Send unsolicited marketing communications using KlindrOS infrastructure.
- Upload malware, conduct security probes without our written authorisation, or otherwise compromise the Service.
- Resell, sublicence, or otherwise commercialise the Service without our written consent.
- Process special categories of personal data (e.g. health, biometric, criminal records) unless expressly approved in writing.
06Confidentiality
Each party will keep the other party's Confidential Information confidential and use it only to perform under the contract. Each party will apply at least the same care it applies to its own confidential information, but in no event less than reasonable care.
Confidentiality obligations survive termination for five years, except for trade secrets, which remain confidential for as long as they qualify as trade secrets under applicable law.
07Warranties and disclaimers
KlindrOS warrants that the Service will materially conform to the published documentation and will be performed with reasonable skill and care. Our sole obligation in the event of a breach is to repair, replace, or refund the affected Service.
Except as expressly stated above, the Service is provided on an "as-is" and "as-available" basis. We disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.
The free Diagnostic tier and KScore Personal scans are provided without any warranty.
08Limitation of liability
To the maximum extent permitted by law, each party's aggregate liability under the contract is capped at the fees paid by Customer to KlindrOS in the 12 months preceding the event giving rise to the claim.
Neither party is liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, lost data, or lost business opportunities, even if advised of the possibility.
These limits do not apply to: (a) breach of confidentiality, (b) Customer's payment obligations, (c) either party's indemnification obligations, or (d) liability that cannot be excluded by law.
09Indemnification
KlindrOS will defend and indemnify Customer against third-party claims alleging that the Service, as provided by KlindrOS, infringes that third party's intellectual property rights, subject to the cap in section 8.
Customer will defend and indemnify KlindrOS against third-party claims arising out of Customer Data, Customer's use of the Service in breach of the Acceptable Use policy, or Customer's acts or omissions in violation of applicable law.
Indemnified party must provide prompt written notice of the claim, reasonable cooperation, and sole control of the defence and any settlement (provided the settlement does not impose obligations on the indemnified party without consent).
10Termination
Either party may terminate the contract for material breach if the breach is not cured within 30 days of written notice. Either party may terminate immediately if the other becomes insolvent, files for bankruptcy, or ceases to operate.
Customer may terminate without cause at the end of the current billing period; KlindrOS will not refund pre-paid fees for partial periods, except as required by law.
Upon termination: (a) Customer's access to the Service ends, (b) Customer may export Customer Data within 90 days, (c) accrued but unpaid fees become immediately due, and (d) sections that by their nature should survive (e.g. confidentiality, liability, indemnification) survive termination.
11Governing law
The contract is governed by and construed in accordance with the laws of the Republic of Indonesia, without regard to its conflict-of-laws principles.
International customers (entities incorporated outside Indonesia) may elect, at the time the Order Form is signed, to have the contract instead governed by Singapore law with the same provisions adapted accordingly.
12Dispute resolution
The parties will first attempt to resolve any dispute through good-faith negotiation between authorised representatives, for a period of at least 30 days.
If unresolved, disputes will be finally settled by arbitration. For contracts governed by Indonesian law, arbitration is seated in Jakarta under the rules of the Indonesian National Board of Arbitration (BANI). For contracts governed by Singapore law (international customers), arbitration is seated in Singapore under the Singapore International Arbitration Centre (SIAC) rules.
Arbitration is conducted in English or Bahasa Indonesia, as elected by the claimant. The award is final and binding on both parties.
