Last updated September 30, 2026.

These Terms are effective immediately for new users. If you accepted a previous version of these Terms, these updated Terms apply to you on the earliest of (i) the date you accept them, (ii) the first time you download, install or use Kilo Desktop or otherwise obtain an Anaconda Package Artifact or Anaconda Model Artifact through the Services, or (iii) thirty (30) days after the “Last updated” date above. Until then, the previous version of these Terms continues to apply to you.

These Terms of Service (“Terms”) are a legally binding contract between you and Anaconda, Inc., on behalf of itself and its affiliates, including Kilo Code Inc. (“Anaconda,” “Kilo,” “we,” or “us”), regarding your use of the Service (defined below). Collectively, our website at www.kilo.ai, along with our related websites, downloadable extensions, software, or applications (“Software”), hosted applications, and other services provided by us subject to these Terms constitute the “Services.”

PLEASE READ THE FOLLOWING TERMS CAREFULLY:

BY CLICKING “I ACCEPT,” OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THESE TERMS. IF YOU USE THE SERVICE ON BEHALF OF A COMPANY OR OTHER ENTITY (“ORGANIZATION”), “YOU” AS USED IN THESE TERMS MEANS YOU AND THE ORGANIZATION, AS APPLICABLE, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THE ORGANIZATION TO THESE TERMS. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND KILO’S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY KILO AND BY YOU TO BE BOUND BY THESE TERMS.

NOTICE OF ARBITRATION AND CLASS ACTION WAIVER. Section 15 of these Terms contains a binding arbitration agreement and class action waiver. Please review Section 15 carefully. Except for certain kinds of disputes described in Section 15, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND KILO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.

SECTION 9 DESCRIBES THE COMMUNICATIONS WE MAY SEND YOU, INCLUDING PROMOTIONAL EMAILS, AND HOW YOU CAN OPT OUT.

If you are accessing and using the Services as an Enterprise User, meaning an Admin User or Authorized User of an Organization that has entered into an Enterprise Agreement (defined below), the terms of the applicable Enterprise Agreement govern your use of the Services. In the event of a conflict between these Terms and the applicable Enterprise Agreement, the terms of the Enterprise Agreement will control, except that Section 5(E) (Anaconda Artifacts) applies in addition to, and is not superseded by, any Enterprise Agreement.

1. Kilo Services Overview. Our Kilo platform offers a suite of coding tools driven by machine learning to help developers write code more easily and efficiently and can provide suggested code, outputs or other functions, and includes desktop applications, package and environment management features, and access to Anaconda Package Artifacts and Anaconda Model Artifacts as described in Section 5(E).

   A. Kilo Gateway API. The Services include an API and associated provider endpoints offered by Kilo to enable programmatic access to the Services (“Kilo Gateway API”). The Kilo Gateway API is Software made available subject to these Terms and any additional API documentation. If you use the Kilo Gateway API to make the Services available through your application or other service (“Your Service”), you understand and agree that you are solely responsible for ensuring that end users of Your Service understand and comply with these Terms with respect to their use of the Services, including any usage limitations or restrictions. Section 5(E) sets out how this Section 1(A) applies to Anaconda Package Artifacts and Anaconda Model Artifacts.

   B. Enterprise Services. Certain Services (“Enterprise Services”) are made available only to the Authorized Users (defined below) of Organizations that have entered into an agreement with us with respect to such Enterprise Services (“Enterprise Agreement”). If you are using any such Enterprise Services, or otherwise accessing the Services subject to an Enterprise Agreement, you acknowledge and agree that additional rights and obligations set forth in the Enterprise Agreement govern your access to and use of the Services.

   C. Beta. Kilo may occasionally offer you access to products, services, features, or add-ons on a trial “beta” release basis (“Beta Offerings”). A Beta Offering will be identified as a Beta Offering (such as in the product interface, release notes or documentation). Beta Offerings are not intended for use in production or mission-critical environments, and you use them in those environments at your own risk. TO THE FULLEST EXTENT PERMITTED BY LAW, ALL BETA OFFERINGS ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR EVALUATION PURPOSES ONLY. KILO MAKES NO WARRANTIES OF ANY KIND WITH RESPECT TO BETA OFFERINGS. KILO DOES NOT REPRESENT THAT THE BETA OFFERING WILL EVER BE MADE COMMERCIALLY AVAILABLE. YOU USE THE BETA OFFERING AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DATA YOU SUBMIT. EXCEPT AS REQUIRED BY APPLICABLE LAW, KILO HAS NO OBLIGATION TO STORE, MAINTAIN, MIGRATE, OR RETURN ANY DATA YOU SUBMIT TO THE BETA OFFERING, AND WILL NOT PROVIDE DATA PORTABILITY OR TRANSFER UPON TERMINATION OR DISCONTINUATION OF THE BETA OFFERING. KILO MAY MODIFY, SUSPEND, OR DISCONTINUE THE BETA OFFERING AT ANY TIME WITHOUT LIABILITY.

2. Eligibility. You must be at least the age of majority in your jurisdiction (e.g., 18 years old in the United States) or 18 years old, whichever is older. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old or the age of majority in your jurisdiction, whichever is higher; (b) you have not previously been suspended or removed from the Services; and (c) your registration and your use of the Services is in compliance with any and all applicable laws and regulations.

3. Accounts and Registration.

   A. Definitions.

   i. “Access Protocols” means any passwords, access codes, or other documentation as may be necessary to allow you and any Authorized Users to access and use the Services.

   ii. “Admin Portal” means the user interface and related services through which an Admin User or Authorized User can set Access Protocols, view and manage Fees, and otherwise customize or manage your use of the Services.

   iii. “Admin User” means any employee or contractor authorized by you to access and manage your access to and use of the Services through the Admin Portal.

   iv. “Authorized User” means any employee or contractor authorized by you to use the Services or any end user of Your Service that accesses the Services through Your Service.

   B. To access most features of the Services, you must register for an account (“Account”). When you register for an Account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that all information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times.

   C. An individual, company, organization or other entity that accesses the Services may not have more than one Account, and we reserve the right to remove or delete any Accounts created in violation of this prohibition. This does not prevent individuals who are employees or contractors of the same Organization from each holding their own Account.

   D. If you use the Services as an Authorized User of any entity, you acknowledge and agree that the entity may have additional rights with respect to your access to and use of the Services. You are solely responsible for maintaining the confidentiality of your Account and any means you use to access the Account, including any third-party authentication services or third-party service accounts used to access your Account, and you accept responsibility for all activities that occur under your Account. You may be required to use additional Account verification measures if required by your Organization. If you believe that your Account is no longer secure, then you should immediately notify us at security@anaconda.com.

   E. Admin User(s) will have administrative access to the Services through the Admin Portal in accordance with Kilo’s then-current functionalities and features. The Admin User(s) will have the ability to access certain sections or permissions of the Services. You will notify Kilo promptly if any permissions require modification, or if an Admin User’s or Authorized User’s Account must be deactivated. You acknowledge and agree that you are solely responsible for all activity that occurs on behalf of your Admin Users’ and Authorized Users’ Accounts or other means of access to the Services, and for such Admin Users’ and Authorized Users’ compliance with these Terms. You will prevent unauthorized access to, or use of, the Services and notify Kilo promptly of any such unauthorized access or use.

4. General Payment Terms. You may be required to pay fees in order to access and use certain features of the Services (“Fees”), including, without limitation, fees paid to purchase Credits under Section 4(E) (“Usage Fees”). Before you pay any Fees, you will have an opportunity to review and accept the terms (including payment terms) applicable to such features or services. Unless otherwise specifically provided for in these Terms or displayed at the time of purchase, all Fees are quoted and payable in U.S. Dollars and are non-cancellable and non-refundable, except as required by law or, for purchases made through a Third-Party Channel (defined in Section 4(C)), as provided in that Third-Party Channel’s refund policies. The pricing and payment terms in this Section 4 are subject to any pricing and payment terms set forth in an order form or other Enterprise Agreement between Kilo and you.

   A. Price. Kilo reserves the right to determine pricing for the Services. Kilo will make reasonable efforts to keep pricing information published on the Services up to date. Current pricing for purchases made directly from Kilo is published at https://kilo.ai/pricing. Pricing for individual AI models depends on the provider that Kilo routes your request to, may vary over time and between providers, and is shown within the Services for your session. The pricing shown within the Services when you use an AI model applies to that use. Pricing for purchases made through a Third-Party Channel is set by or displayed in that Third-Party Channel and may differ from pricing published by Kilo. Kilo may change the Fees for any feature of the Services, including additional fees or charges, if Kilo gives you prior advance notice of changes, whether through the Services user interface, a pop-up notice, email, or through other reasonable means. This notice requirement does not apply to pricing for individual AI models, which may vary as described above. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the new Fees. You will be responsible for all taxes associated with the Services, other than taxes based on Kilo’s net income. Kilo, at its sole discretion, may make promotional offers with different features and different pricing to any of Kilo’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.

   B. Payment Processing. FOR THE AVOIDANCE OF DOUBT, KILO DOES NOT DIRECTLY PROCESS PAYMENTS FOR ANY THIRD PARTIES. To facilitate payment for Fees and other expenses, we use Stripe, Inc. and its affiliates (“Stripe” and, together with any other payment processors we add from time to time, the “Payment Processors”). Payment processing is subject to additional terms and conditions and policies, including privacy policies, made available by the applicable Payment Processors from time to time (collectively, the “Payment Processor Agreements”). By agreeing to these Terms, users that use the payment functions of the Services also agree to be bound by the Payment Processor Agreements, as the same may be modified by the applicable Payment Processors from time to time. You hereby authorize the Payment Processors to store and continue billing your specified payment method even after such payment method has expired, to avoid interruptions in payment for your use of the Services, in accordance with the terms of the Payment Processor Agreements and these Terms. Please contact the applicable Payment Processors for more information. Kilo disclaims all liability for your use of the Payment Processors’ services.

   C. Third-Party Channels. You may be able to purchase certain features of the Services, including Subscription Services (defined in Section 4(D)) and Credits, through a third-party app store, marketplace, or other distribution channel (each, a “Third-Party Channel”). Purchases made through a Third-Party Channel are processed by that Third-Party Channel, not by Kilo or our Payment Processors, and are also subject to the Third-Party Channel’s terms and policies, including those governing payment, renewal, cancellation, and refunds. If these Terms conflict with a Third-Party Channel’s terms regarding payment, renewal, cancellation, or refunds for a purchase made through that Third-Party Channel, the Third-Party Channel’s terms control for that purchase.

   D. Subscription Services. The Services may include certain subscription-based plans with automatically recurring Fees for periodic charges (“Subscription Services”). The “Subscription Billing Date” for each Subscription Service is the date on which you first purchase that Subscription Service. The Subscription Service will begin on the Subscription Billing Date and continue for the subscription period that you select on your Account (such period, the “Initial Subscription Period”), and will automatically renew for successive periods of the same duration as the Initial Subscription Period (the Initial Subscription Period and each such renewal period, each a “Subscription Period”) unless you cancel the Subscription Service or we terminate it. If you activate a Subscription Service, then you authorize Kilo or its Payment Processors to periodically charge your payment method or, for Subscription Services purchased with Credits, to deduct the applicable amount from your Credit balance, in each case on a going-forward basis and until cancellation of the Subscription Service. If your Credit balance, including any Credits added through automatic top-up, is insufficient to renew a Subscription Service purchased with Credits, that Subscription Service will not renew and will be cancelled at the end of the then-current Subscription Period. Your Account will be charged automatically on the Subscription Billing Date and thereafter on the renewal date of your Subscription Service for all applicable Fees and taxes for the next Subscription Period. You must cancel your Subscription Service before it renews in order to avoid billing of the next periodic Fee (“Subscription Fee”) to your Account. If you purchased a Subscription Service through a Third-Party Channel, you must cancel it through that Third-Party Channel. Kilo or its Payment Processors will bill the periodic Subscription Fee to the payment method associated with your Account or that you otherwise provide to us. For Subscription Services purchased directly from Kilo you may cancel the Subscription Service by using the cancellation functionality made available in your billing menu or by contacting us at hi@kilo.ai. YOUR CANCELLATION MUST BE RECEIVED BEFORE THE RENEWAL DATE IN ORDER TO AVOID CHARGE FOR THE NEXT SUBSCRIPTION PERIOD. When you attempt to cancel a Subscription Service, Kilo may, in its sole discretion, offer you an alternative to cancelling, such as skipping one or more upcoming Subscription Periods, a discount, or a lower-priced plan. These alternatives are available only when offered by Kilo, and any offer you accept is subject to the terms presented with it. During a skipped Subscription Period, you will not be charged the Subscription Fee and will not receive Monthly Credits (defined in Section 4(F)). The Subscription Service will resume automatically at the end of the skipped period unless you cancel it.

   E. Usage Fees. You may purchase credits (“Credits”) by paying Usage Fees. Credits can be used on the Services, including to interact with AI Models, use Kilo cloud infrastructure, and purchase Marketplace Items (defined in Section 4(J)). Credits are applied in the following order: (i) Promotional Credits (defined in Section 4(G)); (ii) Monthly Credits and Credits purchased by paying Usage Fees; and (iii) Bonus Credits (defined in Section 4(F)). All Credits must be used before the sooner of (i) one (1) year after the date of purchase or (ii) the deletion of your Account or other access to the Services. Credits have no cash value and are non-cancellable and non-refundable. If you run out of Credits, you may purchase more Credits by paying additional Usage Fees in accordance with the then-current functionality of the Services. If you enable automatic top-up, you authorize Kilo and its Payment Processors to charge your designated payment method the top-up amount you select each time your Credit balance falls below the threshold set by Kilo and displayed in your billing settings, until you disable automatic top-up. If you enable automatic top-up for an Organization, charges will be billed to the Organization’s designated payment method. You may view, change, or disable automatic top-up at any time in your billing settings. Disabling automatic top-up does not affect charges already processed.

   F. Kilo Pass. Kilo offers a Subscription Service model (“Kilo Pass”) that converts the applicable Subscription Fee to Credits (“Monthly Credits”) on a 1:1 basis, or otherwise as set forth at the time you sign up for Kilo Pass. Once all Monthly Credits for a Subscription Period have been used, Kilo Pass users may be entitled to receive additional Credits for use during the remainder of that Subscription Period (“Bonus Credits”). Bonus Credits expire at the end of the Subscription Period in which they are received, whether or not the Kilo Pass is cancelled. Upon termination or cancellation of a Kilo Pass, all Monthly Credits will remain available in your Account, subject to Section 4(E). Kilo reserves the right to modify or cancel the Kilo Pass program at any time.

   G. Promotions. Any free trial, Credits granted as part of a promotion (“Promotional Credits”), or other promotional access to the Services must be used within the time specified at the time you registered for such free trial or promotion or received such Credits. At the end of the applicable promotional period, your access to the applicable Services or Promotional Credits will expire. Kilo reserves the right to modify or cancel any promotion at any time.

   H. Delinquent Accounts. Kilo may suspend or terminate access to the Services, including Fee-based portions of the Services, for any Account for which any amount is due but unpaid. In addition to the amount due for the Services, a delinquent Account will be charged with fees or charges that are incidental to any chargeback or collection of any unpaid amount, including collection fees. If your payment method is no longer valid at the time any Fee is due, then Kilo reserves the right to suspend or delete your Account and any information associated with your Account without any liability to you.

   I. Plans. The Services are offered on free and paid plans, which may be issued to individuals or to Organizations. Kilo plan names identify plan tiers and pricing. They do not describe the license status of the Services or of any Anaconda Package Artifact or Anaconda Model Artifact made available under a plan, which is governed by Section 5. A plan issued to an individual is issued to a single natural person. A plan issued to an Organization is licensed per seat, and each seat is assigned to a single named Authorized User and may not be shared or pooled. Plan availability, seat minimums and pricing are as published at https://kilo.ai/pricing or as set out in your Enterprise Agreement.

   J. Kilo Marketplace. Kilo may offer products, plans, or services provided by third parties through a marketplace within the Services (each, a “Marketplace Item”). Unless Kilo makes another payment method available at the time of purchase, Marketplace Items may be purchased only with Credits. When you purchase a Marketplace Item, you purchase it from Kilo, and Kilo pays the provider of the Marketplace Item. Your use of each Marketplace Item is subject to the terms, policies, and usage limits of its provider, as identified at the time of purchase (“Marketplace Item Terms”), and you are responsible for reviewing them before purchase. Unless otherwise stated at the time of purchase, Marketplace Items offered on a recurring basis are Subscription Services under Section 4(D), and each term begins on the date of purchase or renewal rather than the first day of a calendar month. You may cancel a recurring Marketplace Item at any time. Cancellation stops future renewals and takes effect at the end of the then-current term, and no Credits or Fees will be returned for any unused portion of that term. Unless the applicable Marketplace Item Terms provide otherwise, any usage allowance included with a Marketplace Item (such as a token allotment) expires at the end of the term in which it is provided and does not carry over to any subsequent term. Kilo is not obligated to permit upgrades, downgrades, or other changes to a Marketplace Item during a term. Any change Kilo permits is at its sole discretion, and Kilo will not prorate Fees or Credits for any change. Kilo may add, modify, or remove any Marketplace Item, or discontinue the marketplace, at any time. If Kilo removes a Marketplace Item you have purchased before the end of your then-current term, Kilo will, at its option, either (i) continue to provide the Marketplace Item through the end of that term or (ii) return to your Account the Credits attributable to the unused portion of that term, and in either case the Marketplace Item will not renew.

5. Licenses

   A. Limited License. Subject to your complete and ongoing compliance with these Terms, Kilo grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services.

   B. Software License. Use of any Software may be governed by additional terms and set forth in a license agreement that accompanies or is included with the Software. Kilo delivers access to the Software via electronic transfer or download and does not use or deliver any tangible media in connection with the (i) delivery, installation, updating or problem resolution of any Software (including any new releases); or (ii) delivery, correction or updating of documentation. Unless these Terms or the accompanying license agreement expressly allows otherwise, any copying or redistribution of the Software is prohibited, including any copying or redistribution of the Software to any other server or location, or redistribution or use on a service bureau basis. If there is any conflict between these Terms and the license agreement, the license agreement takes precedence in relation to that Software. If you and Kilo have not entered into a separate license agreement with respect to your use of the Software or if no license agreement accompanies use of the Software, use of the Software will be governed by these Terms and, subject to your compliance with these Terms, Kilo grants you a non-assignable, non-transferable, non-sublicensable, revocable, non-exclusive license to use the Software for the sole purpose of enabling you to use the Services in the manner permitted by these Terms. Some Software may be offered under an open source license that we will make available to you upon your written request. There may be provisions in the open source license that expressly override these Terms.

   C. License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not, and may not cause or permit any third party (including any end user) to: (i) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Services (except as expressly permitted by Section 5(E), and except that you may use our Software, including our API, to make the Services available to your end users subject to these Terms); (ii) make modifications to the Services; (iii) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, or underlying structure, ideas, know-how or algorithms relevant to the Services (except to the extent such restrictions are contrary to applicable law); (iv) send or otherwise provide to Kilo data or information considered to be sensitive or otherwise subject to specific protections under applicable laws beyond any requirements that apply to “personal information” or “personal data” generally, such as for illustrative purposes, information that is regulated by the Health Information Portability and Accountability Act (“HIPAA”), the Payment Card Industry Data Security Standard (“PCI-DSS”), the Gramm-Leach-Bliley Act (“GLBA”), and other U.S. federal, state or foreign laws applying specific security standards; (v) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs through the Services; (vi) use any spider, crawler, scraper or other automatic device, process or software that intercepts, mines, scrapes, extracts or otherwise accesses the Services to monitor, extract, copy or collect information or data from or through the Services; (vii) remove any proprietary notices or labels displayed on the Services; (viii) interfere with or circumvent any feature of the Services, including any security or access control mechanism; (ix) violate any domestic or international sanctions or trade law or regulation; (x) use or attempt to use the Services to generate any content that (a) is obscene, pornographic, indecent, or offensive; (b) violates the intellectual property or other proprietary rights of any third party; or (c) otherwise violates applicable law; (xi) perform Standalone Redistribution of any Anaconda Package Artifact; (xii) Mirror any Anaconda Package Artifact; (xiii) Embed any Anaconda Package Artifact; or (xiv) otherwise use the Services except as expressly permitted herein. If you are prohibited under applicable law from using the Services, then you may not use them.

   D. Feedback. We respect and appreciate the thoughts and comments from our users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Services (“Feedback”), then you hereby grant Kilo an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Services and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.

   E. Anaconda Artifacts.

   i. Definitions.

   “Anaconda Package Artifacts” means the software packages that Anaconda builds and makes available through the main and main-x channels, however and wherever Anaconda makes those channels available. Anaconda Package Artifacts are proprietary to Anaconda and are not Third-Party Components, notwithstanding that a package may be built using open source software. The open source software from which a package is built remains subject to its own license, and nothing in these Terms limits or is intended to limit your rights under that license.

   “Anaconda Model Artifacts” means the model files Anaconda makes available through the Services, including versions that Anaconda has quantized, converted, packaged or otherwise prepared. Each underlying model remains subject to its own third-party or open source license (“Model Source Licenses”), and you are solely responsible for reviewing and complying with the applicable Model Source Licenses. Anaconda retains such rights as it holds in its own preparation of an Anaconda Model Artifact; Section 5(E)(iii) governs your use.

   “Mirror” or “Mirroring” means duplicating, copying or replicating one or more Anaconda Package Artifacts to a repository, registry, index, channel, proxy, cache or other store from which Anaconda Package Artifacts may be obtained or installed in place of obtaining them from Anaconda’s distribution channels. Mirroring is restricted whether the store is available only within your Organization or to any other person, and is not limited by form or scale. Installing, running or copying an Anaconda Package Artifact in the ordinary course of using it, including into a software environment, container image or build, or into a local package cache that serves only the device on which the Anaconda Package Artifact was obtained, is not Mirroring, provided that none of these serves as a store of the kind described in this paragraph. The limitation to a single device applies only to a local package cache. For the avoidance of doubt, a specification, manifest, lockfile, environment file or other list that identifies Anaconda Package Artifacts without containing them is not Mirroring.

   “Embed” or “Embedding” means incorporating one or more Anaconda Package Artifacts into a product, service or application such that a person other than you or your Authorized Users has direct access, through that product, service or application, to the functionality of the Anaconda Package Artifact itself. Incorporating an Anaconda Package Artifact into a product, service or application is not Embedding where no person other than you or your Authorized Users has that direct access, whether or not the Anaconda Package Artifact is a built-in component or continually updating dependency of a larger software application.

   “Standalone Redistribution” means providing, distributing or sublicensing one or more Anaconda Package Artifacts to a person other than your Authorized Users as a package or other installable artifact, or otherwise in a manner intended to enable that person to obtain, install or separately use the Anaconda Package Artifact. Delivering a product, service or application that contains an Anaconda Package Artifact in installed or deployed form is not Standalone Redistribution, whether or not the recipient is able to extract the Anaconda Package Artifact from it, but may be Embedding. For the avoidance of doubt, a specification, manifest, lockfile, environment file or other list that identifies Anaconda Package Artifacts without containing them is not Standalone Redistribution.

   ii. Anaconda Package Artifact License. Subject to your continued compliance with these Terms, the license granted in Section 5(A) includes the right to obtain Anaconda Package Artifacts as described in Section 5(E)(iv) while authenticated to your Account, and to install, run, copy and use them for any purpose, including commercial purposes, in production systems, at any scale and without regard to the size of your Organization, subject to Sections 5(C)(xi) through (xiii). For the avoidance of doubt, the foregoing includes delivering a product, service or application that contains an Anaconda Package Artifact in installed or deployed form, subject to Sections 5(C)(xi) through (xiii).

   iii. Anaconda Model Artifact License. Notwithstanding Sections 5(A) and 5(C)(i) and (ii), and subject to your continued compliance with these Terms, Anaconda grants you a worldwide, non-exclusive, royalty-free license to obtain Anaconda Model Artifacts as described in Section 5(E)(iv) while authenticated to your Account, and to use, reproduce, modify, distribute and sublicense them, for any purpose and without regard to the size of your Organization. Anaconda imposes no restriction on Anaconda Model Artifacts beyond compliance with the applicable Model Source Licenses, and Sections 5(C)(xi) through (xiii) do not apply to Anaconda Model Artifacts. Anaconda may update, deprecate or remove Anaconda Model Artifacts at any time.

   iv. Scope. This Section 5(E) applies to Anaconda Package Artifacts and Anaconda Model Artifacts obtained in the course of your authenticated use of an application, extension, integration or interface offered under the Kilo brand that you access using your Account, including Kilo Desktop, the Kilo CLI, the Kilo extensions for VS Code and JetBrains, the Kilo mobile app, the Kilo Slack integration, the Kilo integrations for Cursor, Windsurf and Trae AI, Kilo Cloud, and the Kilo Gateway API. It makes no difference which package manager or other tool performs the download, and where any of the foregoing initiates or directs the download at your direction or on your behalf, including by invoking conda, the Anaconda CLI or another tool, this Section 5(E) applies. This Section 5(E) does not grant any right or license to Anaconda Package Artifacts or Anaconda Model Artifacts other than in the course of such use, and your own direct use of Anaconda Navigator, the Anaconda CLI, Miniconda or another package manager, or your direct access to Anaconda’s repositories, in each case even by a person or Organization who holds an Account, is not covered by the license granted in this Section 5(E). Anaconda Package Artifacts and Anaconda Model Artifacts obtained other than in the course of such use remain subject to the terms at https://www.anaconda.com/legal/terms/terms-of-service (“Anaconda Terms of Service”) or to your Organization’s separate agreement with Anaconda. For the purposes of this Section 5(E) only, “Authorized User” does not include an end user of Your Service that accesses the Services through the Kilo Gateway API.

   v. Term. Notwithstanding the revocability of the license in Section 5(A), your rights under Section 5(E)(ii) or 5(E)(iii) in an Anaconda Package Artifact or Anaconda Model Artifact begin when you obtain it and continue in respect of that copy notwithstanding closure of your Account, termination of these Terms, or discontinuation of the availability of Anaconda Package Artifacts or Anaconda Model Artifacts through the Services. Your Account governs your ability to obtain further Anaconda Package Artifacts, Anaconda Model Artifacts, and updates. Nothing in these Terms requires you to remove, delete or cease using an Anaconda Package Artifact or Anaconda Model Artifact already obtained, unless you breach Sections 5(C)(xi) through (xiii). Sections 5(C)(xi) through (xiii) apply at all times and do not expire.

   vi. Relationship to other Anaconda agreements. Nothing in these Terms reduces any right you would otherwise have under the Anaconda Terms of Service or under any separate agreement between you or your Organization and Anaconda. Anaconda will not count a person who obtains Anaconda Package Artifacts or Anaconda Model Artifacts under these Terms, or the Anaconda Package Artifacts or Anaconda Model Artifacts so obtained, as a user or as usage for the purposes of user-count verification, audit or true-up under the Anaconda Terms of Service or any Anaconda subscription. Where you are required to authenticate to an Anaconda account, or where your Account credential is used to authenticate you to an Anaconda service, in order to obtain an Anaconda Package Artifact or Anaconda Model Artifact in the course of use described in Section 5(E)(iv), your acceptance of the Anaconda Terms of Service in connection with that authentication does not limit or supersede the rights granted in this Section 5(E) in respect of artifacts so obtained.

6. Ownership; Proprietary Rights.

   A. Rights to the Services and Materials. Kilo owns and retains all right, title and interest in and to the Services and all related Materials (defined below) provided by Kilo to you. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Services, excluding third-party AI Models and Suggestions made available through the Services, and all improvements, enhancements, customizations or modifications thereto provided by Kilo (“Materials”) are protected by intellectual property and other laws. All Materials included in the Services are the property of Kilo or its third-party licensors. Except as expressly authorized by Kilo, you may not make use of the Materials. There are no implied licenses in these Terms and Kilo reserves all rights to the Materials not granted expressly in these Terms.

   B. Suggestions. You may use the Services to generate code, outputs, or other functions based on the input provided by you (collectively, “Suggestions”). Kilo hereby assigns to you all of our right, title, and interest in and to any Suggestions. Notwithstanding the foregoing, you acknowledge that Suggestions are generated automatically by artificial intelligence and machine learning technology and may be similar to or the same as Suggestions provided to other customers, and no rights to any Suggestions generated, provided, or returned by the Services for or to other customers are granted to you under these Terms. Further, you acknowledge that there are numerous limitations that apply with respect to Suggestions provided by large language and other AI models (each an “AI Model”), including that (a) Suggestions may contain errors or misleading information, (b) AI Models are based on predefined rules and algorithms, and can result in repetitive or formulaic content, (c) AI Models can struggle with understanding the nuances of language, including slang, idioms, and cultural references, which can result in Suggestions that are out of context or do not make sense, (d) AI Models do not have emotions and cannot understand or convey emotions in the way humans can, which can result in output that lacks human empathy and emotion, (e) AI Models can perpetuate biases that are present in the data used to train them, which can result in output that is discriminatory or offensive, (f) AI Models can struggle with complex tasks that require reasoning, judgment and decision-making, (g) AI Models require large amounts of data to train and generate content, and the data used to train AI Models may be inaccurate, imprecise, of poor quality or biased, which will negatively impact the accuracy and quality of the generated output, and (h) output can lack the personal touch that comes with content created by humans, which can make it seem cold and impersonal. You agree that you are responsible for evaluating, and bearing all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of Suggestions. ANY SUGGESTIONS ARE PROVIDED THROUGH THE SERVICE “AS IS”, AND WITH ALL FAULTS, WITHOUT ANY WARRANTIES OF ANY KIND. There may be additional terms that govern your use of any AI Model, as agreed between you and the provider of such AI Model (the “AI Model Terms”). You acknowledge and agree that it is your responsibility to review any AI Model Terms prior to your use of such AI Model.

7. Customer and Usage Data.

   A. Customer Data. When you upload, submit, or otherwise post to or transmit (“Upload”) data, text, and any other works of authorship or other works, including source code (collectively, “Customer Data”) to the Services, you grant Kilo a perpetual, irrevocable, fully-paid, royalty-free, worldwide, sublicensable, transferable right and license to use such Customer Data to provide and improve the Services and Kilo’s other products and services, including for development, diagnostic and corrective purposes, in each case in accordance with the terms of Kilo’s Data Processing Addendum, where one has been entered into. When you Upload any Customer Data, you represent and warrant that you have all rights in such Customer Data necessary to grant the foregoing license, and that Kilo’s use of such Customer Data in accordance with these Terms will not violate any laws or require any additional consents or licenses. You agree that any Customer Data provided to any AI Model through the Services will be used by the applicable AI Model in accordance with the applicable AI Model Terms. If you elect not to grant a license to any AI Model to use your Customer Data for training purposes, you may not be able to use certain AI Models.

   B. Usage Data. Kilo may collect, generate, and derive performance, analytical, or usage data relating to your access to or use of the Services (“Usage Data”). Usage Data will not include any Customer Data. Kilo reserves the right to use Usage Data for any purpose, including to provide the Services to you, to monitor the performance and stability of the Services, and to prevent or address technical issues with the Services. Kilo may also anonymize Usage Data, aggregate it with other data, and use that aggregated, anonymized data to improve its products and services.

8. Third-Party Software. The Services may link to, include, or incorporate third-party services and software components, including AI Models (collectively, “Third-Party Components”), including Third-Party Components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components. Although the Services are provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses. Anaconda Package Artifacts are not Third-Party Components. Anaconda will make available the license terms known to it for the open source software from which an Anaconda Package Artifact is built. Additional terms may apply to your use of Third-Party Components, and you are solely responsible for reviewing and understanding those terms. Unless otherwise agreed by the provider of any Third-Party Component and you, you use all Third-Party Components at your own risk.

9. Communications; Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of such email messaging at any time by using the unsubscribe link at the bottom of any of our promotional email messages or by emailing us at hi@kilo.ai. You may still receive transactional or account-related communications, such as billing notices, security notices, and notices of changes to these Terms, even if you have opted out of promotional email communications.

10. Modification of Terms. We may, from time to time, change these Terms. Please check these Terms periodically for changes. If we make any material modifications, we will notify you by updating the date at the top of these Terms and by maintaining a current version of these Terms at https://kilo.ai/terms. All modifications will be effective when they are posted, and your continued accessing or use of the Services following such update will serve as confirmation of your acceptance of the Terms as amended. Changes to Section 5(E) apply only in respect of Anaconda Package Artifacts or Anaconda Model Artifacts obtained after the effective date of the change. If you do not agree to the modified Terms, then you should discontinue your use of the Services.

11. Term, Termination, and Modification of the Services.

    A. Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Services, and ending on the earlier of: (i) the effective date of termination by either party in accordance with these Terms, including when terminated as described in Section 11(B), or (ii) when no Enterprise Agreement remains in effect, if you and Kilo had previously executed an Enterprise Agreement.

    B. Termination. If you violate any provision of these Terms, then your authorization to access the Services and these Terms automatically terminate. In addition, Kilo may, at its sole discretion, terminate these Terms or your Account on the Services, or suspend or terminate your access to the Services, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. If you are using the Services under a free or trial Account, you may terminate your use of the Services at any time by deleting your Account. If you have purchased a paid subscription for the Services under an Enterprise Agreement, the terms of the Enterprise Agreement will apply.

    C. Effect of Termination. Upon termination of these Terms, unless otherwise agreed in an applicable Enterprise Agreement: (i) your license rights will terminate and you must immediately cease all use of the Services, except that your rights in Anaconda Package Artifacts and Anaconda Model Artifacts already obtained survive subject to Section 5(E); (ii) you will no longer be authorized to access your Account or the Services; (iii) you must pay Kilo any unpaid amount that was due prior to the effective date of termination; and (iv) all payment obligations accrued prior to termination and Sections 5(C)(xi) through (xiii) (Anaconda Artifact restrictions), 5(D) (Feedback), 5(E) (Anaconda Artifacts), 6 (Ownership; Proprietary Rights), 11(C) (Effect of Termination), 12 (Indemnity), 13 (Disclaimers; No Warranties by Kilo), 14 (Limitation of Liability), 15 (Dispute Resolution By Binding Arbitration), and 16 (Miscellaneous) will survive. You are solely responsible for retaining copies of any content you upload to the Services, including Customer Data. Upon termination of your Account, you may lose access rights to any information (including Customer Data) you provided to the Services. If your Account has been terminated for a breach of these Terms, then you are prohibited from creating a new Account on the Services using a different name, email address or other forms of Account verification.

    D. Modification of the Services. Kilo reserves the right to modify or discontinue all or any portion of the Services at any time (including by limiting or discontinuing certain features of the Services), temporarily or permanently, without notice to you. Kilo will have no liability for any change to the Services, including any paid-for functionalities of the Services, or any suspension or termination of your access to or use of the Services. You should retain copies of any Customer Data you post to the Services so that you have permanent copies in the event the Services are modified in such a way that you lose access to Customer Data you posted to the Services.

12. Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Services, and you will indemnify, hold harmless, and (at Kilo’s election) defend Kilo, its affiliates and its and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “Kilo Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (1) your unauthorized use of, or misuse of, the Services; (2) your violation of any portion of these Terms, including any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (3) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; (4) Your Service; or (5) any dispute or issue between you and any third party, including any end user of Your Service. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

13. Disclaimers; No Warranties by Kilo.

    A. THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING SUGGESTIONS, ANACONDA PACKAGE ARTIFACTS, AND ANACONDA MODEL ARTIFACTS, ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. KILO DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. KILO DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, INCLUDING SUGGESTIONS, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND KILO DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

    B. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR KILO ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING SUGGESTIONS, WILL CREATE ANY WARRANTY REGARDING ANY OF THE KILO ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING CUSTOMER DATA.

    C. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 13 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Kilo does not disclaim any warranty or other right that Kilo is prohibited from disclaiming under applicable law.

14. Limitation of Liability

    A. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL KILO BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, INCLUDING SUGGESTIONS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT KILO HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

    B. TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF KILO TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO KILO FOR ACCESS TO AND USE OF THE SERVICE IN THE 6 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM OR, IF GREATER, (b) USD 100.

    C. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

15. Dispute Resolution By Binding Arbitration PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.

    A. Agreement to Arbitrate. This Dispute Resolution by Binding Arbitration section is referred to in these Terms as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Kilo, whether arising out of or relating to these Terms (including any alleged breach thereof), the Services, any advertising, or any aspect of the relationship or transactions between us, will be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms, you and Kilo are each waiving the right to a trial by jury or to participate in any class action or other representative proceeding. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

    B. Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND KILO AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND KILO AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.

    C. Pre-Arbitration Dispute Resolution. Kilo is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at hi@kilo.ai. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). Notices to Kilo must be sent to Anaconda, Inc., Attn: Legal Department, 1108 Lavaca Street, Suite 110-645, Austin, TX 78701 (the “Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Kilo and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Kilo may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Kilo or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Kilo is entitled.

    D. Arbitration Procedures. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, https://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, https://www.adr.org/consumer. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms as a court would. All issues are for the arbitrator to decide, including issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under these Terms and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. Unless Kilo and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by AAA. If your claim is for $10,000 or less, Kilo agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

    E. Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. To the extent any Arbitration Fees are not specifically allocated to either Kilo or you under the AAA Rules, Kilo and you shall split them equally; provided that if you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of such Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of any Arbitration Fees, Kilo will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Kilo will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.

    F. Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

    G. Severability. If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than Section 15(B) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief”) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement will be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Section 15(B) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms will continue to apply.

    H. Future Changes to Arbitration Agreement. Notwithstanding any provision in these Terms to the contrary, Kilo agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending Kilo written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

16. Miscellaneous

    A. General Terms. These Terms and any other agreements expressly incorporated by reference into these Terms are the entire and exclusive understanding and agreement between you and Kilo regarding your use of the Services. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms, including with respect to your Customer Data, at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

    B. Governing Law. These Terms are governed by the laws of the State of Delaware without regard to conflict of law principles. All disputes and claims arising from these Terms will be governed in accordance with the arbitration provisions set forth above in Section 15; provided that you and Kilo submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Dover, Delaware for (a) individual claims brought in small claims court, (b) claims for injunctive or equitable relief, (c) claims involving infringement or violation of intellectual property rights, and (d) enforcement of any awards or relief provided following arbitration. We operate the Services from the United States, and we make no representation that Materials included in the Services are appropriate or available for use in other locations.

    C. Privacy Policy. Please read the Kilo Privacy Policy (available at: https://kilo.ai/privacy) (the “Privacy Policy”) carefully for information relating to our collection, use, storage, and disclosure of your personal information in connection with the Services.

    D. Consent to Electronic Communications. By using the Services, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

    E. Contact Information. You may contact us by sending correspondence to Anaconda, Inc., Attn: Legal Department, 1108 Lavaca Street, Suite 110-645, Austin, TX 78701, or by emailing us at legal@anaconda.com.

    F. Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Services or to receive further information regarding use of the Services.

    G. No Support. We are under no obligation to provide support for the Services. In instances where we may offer support, the support will be subject to published policies.

    H. International Use. The Services are offered from our headquarters within the United States. We make no representation that the Services are appropriate or available for use outside of the United States, and you are solely responsible for ensuring that your use of the Services complies with applicable law in your jurisdiction. Access to the Services from countries or territories or by individuals where such access is illegal is prohibited.

    I. Trade Controls. You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtain the Services, and any other applicable laws. The Services may not be exported, re-exported, or transferred (a) to any country or territory subject to a U.S. embargo or designated by the U.S. government as a state sponsor of terrorism (including Cuba, Iran, North Korea, Syria, or the Crimea, so-called Donetsk People’s Republic, or so-called Luhansk People’s Republic regions of Ukraine) (collectively, “Embargoed Countries”), or (b) to anyone designated on, or directly or indirectly 50% or more owned (individually or in the aggregate) or otherwise controlled by persons designated on, any U.S. or other applicable sanctioned party list (including, but not limited to, the Specially Designated and Blocked Persons List and Foreign Sanctions Evaders List maintained by the Office of Foreign Assets Control of the U.S. Treasury Department, and the Entity List, Unverified List, Military End-User List, and Denied Persons List maintained by the Bureau of Industry and Security of the U.S. Commerce Department (collectively, “Prohibited Party Lists”)). By using the Services, you represent and warrant that (y) you are not located, organized, or resident in an Embargoed Country, and (z) you are not listed on, or directly or indirectly 50% or more owned (individually or in the aggregate) or otherwise controlled by persons designated on, any Prohibited Party List. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.