Terms of Service

Acceptance of these terms

Kerns is operated by Proread, Inc. (“Kerns,” “we,” “our,” or “us”). These Terms of Service (the “Terms”) are a binding agreement between you and Proread, Inc. governing your access to and use of the Kerns platform, the websites at kerns.ai, our applications, and related services (together, the “Service”).

By creating an account, accessing, or otherwise using the Service, you agree to these Terms and to our Privacy Policy. If you use the Service on behalf of an organization, you represent that you are authorized to bind that organization, and “you” refers to that organization. If you do not agree to these Terms, do not use the Service.

The Service

Kerns is a research platform for fundamental investors. It helps you analyze companies, filings, and other source material, and it links its analysis back to the documents that support it so that every claim can be checked against its source.

The Service includes AI-generated output. That output can be incomplete, out of date, or wrong. You should independently verify it against primary sources before relying on it. We may add, change, or remove features at any time.

Kerns is not investment advice

Kerns is provided for informational and educational purposes only. It is a research tool. Nothing it provides constitutes investment, financial, legal, tax, or trading advice, a recommendation, or a solicitation or offer to buy, sell, or hold any security or other financial instrument.

The Service does not provide personalized advice. Its output does not account for your individual circumstances, objectives, or risk tolerance, may be AI-generated, and may be inaccurate, incomplete, or out of date. You should not rely on the Service as the sole basis for any investment decision.

We are not a broker-dealer, investment adviser, or fiduciary, and nothing in the Service creates such a relationship. You are solely responsible for your own investment decisions and should consult a qualified, licensed professional before making them. Past performance, and any analysis of it, is not indicative of future results.

Eligibility and accounts

• —You must be at least 18 years old and able to form a binding contract to use the Service.
• —You agree to provide accurate, current, and complete information when you register and to keep it up to date.
• —You are responsible for safeguarding your account credentials and for all activity under your account. Tell us promptly at founders@kerns.ai if you suspect unauthorized use.
• —Access to the Service is currently limited and may be granted at our discretion.

Fair use

You agree not to:

• —Exceed documented rate limits or place an unreasonable load on the Service. We may apply throttling, usage caps, or temporary suspension to protect Service quality for everyone.
• —Access the Service through automated means — scraping, crawling, bots, or scripts — except through interfaces we provide for that purpose (such as a documented API or MCP server) and within their limits.
• —Use the Service, or its output, to train, fine-tune, benchmark, or evaluate any machine-learning model, or to build a product or service that competes with Kerns.
• —Resell, sublicense, or redistribute the Service or substantial portions of its output to anyone who is not an authorized user under your plan.
• —Circumvent any usage, access, or security limit we put in place.

Fair use exists so that one person’s activity doesn’t degrade the Service for everyone else. If your usage is materially disproportionate, we may reach out to find a plan that fits.

Acceptable use

You also agree not to:

• —Use the Service for any unlawful purpose or in violation of any applicable law or regulation, including securities laws.
• —Use the Service to engage in or facilitate market manipulation, insider trading, or trading on material non-public information.
• —Attempt to gain unauthorized access to the Service, other accounts, or our systems, or probe, scan, or test the vulnerability of any system.
• —Reverse engineer, decompile, or disassemble any part of the Service, except to the extent that restriction is prohibited by law.
• —Upload or transmit malware, or interfere with or disrupt the integrity or performance of the Service.
• —Infringe the intellectual property or other rights of any third party, or upload content you do not have the right to use.

Your content and data

You retain ownership of the documents, data, and materials you submit to the Service (“Your Content”). You grant us a limited license to host, process, and use Your Content solely to operate, secure, and improve the Service for you.

We do not use your content, research queries, or analysis results to train AI models, and we do not use them to develop products or services for other customers. We do collect product analytics and session recordings to understand how the Service is used and to improve it. We retain and delete data in accordance with our Privacy Policy.

Intellectual property

The Service — including its software, design, and the content we provide, but excluding Your Content and third-party source materials — is owned by Proread, Inc. and protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Service in accordance with these Terms.

Subject to these Terms and your compliance with them, output the Service generates specifically for you from Your Content is yours to use for your internal business and research purposes. “Kerns” and our logos are our trademarks; you may not use them without our prior written permission.

Third-party sources and data

The Service draws on third-party materials such as public filings, market data, and other documents. We do not own this material and are not responsible for its accuracy, completeness, or timeliness, and your use of it may be subject to the terms of the original source.

Citations are provided to help you verify claims against primary sources. You remain responsible for that verification.

Subscriptions and billing

Some features are offered on a paid basis under an order form or subscription plan. Fees, billing frequency, and renewal terms are set out in the applicable order form or plan at the time of purchase.

Unless stated otherwise, paid plans renew automatically for successive terms, and you may cancel before the end of the current term to avoid renewal.

Disclaimers; no warranty

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Service will be uninterrupted, secure, or error-free, or that any output will be accurate, complete, or current. You use the Service, and rely on its output, at your own risk.

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROREAD, INC. AND ITS OFFICERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR INVESTMENT LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE GREATER OF THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100). Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.

Indemnification

You agree to indemnify and hold harmless Proread, Inc. from any claims, losses, and expenses (including reasonable legal fees) arising out of your use of the Service, Your Content, or your violation of these Terms or applicable law.

Changes to the Service and these Terms

We may modify the Service at any time. We may also update these Terms; if we make material changes, we will make reasonable efforts to notify you in advance — for example, by posting the updated Terms with a new “last updated” date or by contacting you.

Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

Termination

You may stop using the Service at any time. We may suspend or terminate your access if you violate these Terms, if required by law, or to protect the Service or other users.

Provisions that by their nature should survive termination — including intellectual property, disclaimers, limitation of liability, and indemnification — will survive.

Governing law and disputes

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules.

Any dispute arising out of or relating to these Terms or the Service will be resolved by binding arbitration administered by JAMS under its applicable rules, seated in San Francisco, California, rather than in court — except that either party may bring an individual claim in small-claims court. You and Proread, Inc. waive the right to a jury trial.

Disputes may be brought only in your individual capacity, not as a plaintiff or class member in any class or representative action. If this class-action waiver is found unenforceable, the remainder of this section still applies.

Contact us

Questions about these Terms? Email us at founders@kerns.ai.

Proread, Inc. · San Francisco, California.