Terms of Service

Last Updated: January 11, 2025

1. Introduction

Welcome to Kardly, a digital loyalty card management platform operated by PANDOR LAB, LLC (“Kardly,” “we,” “us,” or “our”). These Terms of Service (“Terms”) govern your access to and use of the Kardly platform, including our website, mobile applications, and related services (collectively, the “Service”).

By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Service.

Company Information:

  • Legal Entity: PANDOR LAB, LLC
  • Registered Address: 1111B South Governors Avenue, Dover, DE 19904, United States
  • Contact Email: hello@kardly.app

2. Description of Service

Kardly provides a cloud-based software platform that enables businesses to:

  • Create and manage digital loyalty cards (stamp cards, points cards, tier programs, etc.)
  • Distribute loyalty passes via Google Wallet
  • Track customer engagement through QR code scanning
  • Run marketing campaigns and customer enrollment programs
  • Manage customer data and loyalty program analytics

3. Eligibility

You must be at least 18 years old and capable of forming a binding contract to use the Service. By using the Service, you represent and warrant that you meet these eligibility requirements.

If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

4. Account Registration and Security

4.1 Account Creation

To use the Service, you must create an account by providing accurate and complete information. You may register using:

  • Email and password
  • Google OAuth authentication
  • Magic link email authentication

4.2 Account Security

You are responsible for:

  • Maintaining the confidentiality of your account credentials
  • All activities that occur under your account
  • Notifying us immediately of any unauthorized access or security breach

4.3 Account Information

You agree to:

  • Provide accurate, current, and complete information
  • Update your information promptly when it changes
  • Not impersonate any person or entity
  • Not create multiple accounts for fraudulent purposes

5. Organizations and Multi-Tenant Access

5.1 Organization Accounts

The Service operates on a multi-tenant basis where users can create or join organizations. Each organization has its own:

  • Loyalty card programs
  • Customer data
  • Team members with assigned roles (Owner, Admin, Member)

5.2 Roles and Permissions

  • Owner: Full administrative control, including billing and organization deletion
  • Admin: Can manage loyalty programs, campaigns, and customers
  • Member: Limited access as defined by the organization owner

5.3 Invitations

You may receive invitations to join organizations. By accepting an invitation, you agree to be bound by these Terms and the policies of that organization.

6. Subscription and Payment

6.1 Paid Service

Kardly is a paid subscription service. Access to the Service requires an active paid subscription plan.

6.2 Subscription Plans

We offer various subscription plans with different features and pricing. Current plans and pricing are available on our website at kardly.app/pricing.

6.3 Billing

  • Subscriptions are billed in advance on a recurring basis (monthly or annually)
  • Payment is due immediately upon subscription or renewal
  • We accept major credit cards and other payment methods as indicated
  • All fees are non-refundable except as required by law

6.4 Automatic Renewal

Your subscription will automatically renew at the end of each billing period unless you cancel before the renewal date. You authorize us to charge your payment method for renewal fees.

6.5 Price Changes

We reserve the right to change our pricing with at least 30 days’ notice. Price changes will apply to subsequent billing periods after notice is provided.

6.6 Cancellation

You may cancel your subscription at any time through your account settings. Cancellation will take effect at the end of your current billing period.

6.7 Taxes

Fees do not include any taxes, levies, duties, or similar governmental assessments. You are responsible for paying all taxes associated with your use of the Service.

7. User Obligations and Acceptable Use

7.1 Permitted Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You may use the Service to:

  • Create and manage legitimate loyalty programs for your business
  • Collect and process customer data with appropriate consent
  • Communicate with your customers about loyalty programs and offers

7.2 Prohibited Activities

You agree NOT to:

  • Use the Service for any illegal purpose or in violation of any laws
  • Transmit any harmful code, viruses, or malicious software
  • Attempt to gain unauthorized access to the Service or related systems
  • Interfere with or disrupt the Service or servers
  • Use automated systems (bots, scrapers) without our written permission
  • Engage in fraudulent activities or misrepresent your identity
  • Collect personal data without proper consent
  • Send unsolicited commercial messages (spam)
  • Violate any applicable privacy or data protection laws
  • Reverse engineer, decompile, or disassemble the Service
  • Resell or redistribute the Service without authorization

7.3 Customer Data Responsibilities

You are responsible for:

  • Obtaining proper consent from customers to collect and process their data
  • Complying with all applicable privacy and data protection laws (including GDPR)
  • Providing customers with appropriate privacy notices
  • Honoring customer requests regarding their data (access, deletion, etc.)
  • Using customer data only for legitimate loyalty program purposes

8. Intellectual Property Rights

8.1 Our Rights

The Service and all associated content, features, and functionality are owned by PANDOR LAB, LLC and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

This includes:

  • The Kardly name, logo, and branding
  • Software code and architecture
  • Documentation and user interfaces
  • Original content and designs

8.2 Your Rights

You retain ownership of:

  • Your business name, branding, and logos
  • Content you upload to the Service (loyalty card designs, campaign materials, etc.)
  • Customer data you collect through the Service

8.3 License to Use Service

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms during your subscription period.

8.4 License You Grant Us

You grant us a non-exclusive, worldwide, royalty-free license to use, store, display, and process your content solely to provide the Service to you. This includes:

  • Storing your loyalty card designs and configurations
  • Processing customer data to generate loyalty passes
  • Displaying your branding on digital passes and campaign pages

9. Google Wallet Integration

9.1 Third-Party Service

The Service integrates with Google Wallet to distribute digital loyalty passes. Your use of Google Wallet is subject to Google’s terms of service and privacy policy.

9.2 Pass Distribution

When you create loyalty cards through Kardly, we generate and distribute digital passes to your customers via Google Wallet. You authorize us to:

  • Create passes on your behalf using the Google Wallet API
  • Update passes in response to customer activity
  • Receive webhooks from Google about pass status

9.3 No Guarantee

We do not guarantee the availability or functionality of Google Wallet. Google may change, suspend, or discontinue the Google Wallet service at any time.

10. Data and Privacy

10.1 Privacy Policy

Our collection and use of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference.

10.2 Data Processing

By using the Service, you acknowledge that:

  • We will process personal data in accordance with our Privacy Policy
  • You are responsible for complying with data protection laws in your jurisdiction
  • We may process data in the United States and other countries

10.3 Data Security

We implement reasonable security measures to protect your data, but we cannot guarantee absolute security. You use the Service at your own risk.

11. Third-Party Services

The Service integrates with various third-party services, including:

  • Google OAuth and Google Wallet - Authentication and digital pass distribution
  • Resend - Email delivery for magic link authentication
  • PostHog - Analytics and feature flags
  • Neon PostgreSQL - Data storage

Your use of these services is subject to their respective terms and privacy policies. We are not responsible for the practices or content of third-party services.

12. Analytics and Tracking

We use analytics tools (including PostHog) to collect usage data and improve the Service. This may include:

  • Usage statistics and feature adoption
  • Error tracking and debugging
  • Performance monitoring
  • User behavior analysis (aggregated and anonymized)

You can opt out of certain analytics through your account settings.

13. Disclaimers and Limitation of Liability

13.1 Service “As Is”

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

We do not warrant that:

  • The Service will be uninterrupted, secure, or error-free
  • The results obtained from the Service will be accurate or reliable
  • Any errors in the Service will be corrected

13.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PANDOR LAB, LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR:

  • INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
  • LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES
  • DAMAGES RESULTING FROM YOUR USE OR INABILITY TO USE THE SERVICE
  • UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA
  • STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICE WILL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.

13.3 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such cases, our liability will be limited to the fullest extent permitted by applicable law.

14. Indemnification

You agree to defend, indemnify, and hold harmless PANDOR LAB, LLC and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including reasonable attorney fees) arising from:

  • Your use of the Service
  • Your violation of these Terms
  • Your violation of any rights of another party
  • Your violation of any applicable laws or regulations
  • Customer data you collect or process through the Service

15. Termination

15.1 Termination by You

You may terminate your account at any time by:

  • Canceling your subscription through account settings
  • Contacting us at hello@kardly.app

15.2 Termination by Us

We may suspend or terminate your account immediately, without notice, if:

  • You breach these Terms
  • You engage in fraudulent or illegal activity
  • Your payment method fails
  • We are required to do so by law
  • We discontinue the Service

15.3 Effect of Termination

Upon termination:

  • Your access to the Service will cease immediately
  • We may delete your account and data after a reasonable period (typically 30 days)
  • You remain liable for any fees incurred before termination
  • Provisions that should survive termination will continue to apply (including liability limitations, indemnification, and dispute resolution)

15.4 Data Export

Before terminating your account, you should export any data you wish to retain. We are not obligated to provide access to your data after termination.

16. Changes to Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by:

  • Posting the updated Terms on our website
  • Sending an email to your registered email address
  • Displaying a notice when you log in

Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service.

17. Governing Law and Dispute Resolution

17.1 Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

17.2 Jurisdiction

You agree to submit to the exclusive jurisdiction of the state and federal courts located in Delaware for resolution of any disputes arising from these Terms or your use of the Service.

17.3 GDPR Compliance

For users in the European Union, we comply with the General Data Protection Regulation (GDPR). Your rights under GDPR are preserved and take precedence where applicable.

17.4 Arbitration

For disputes involving amounts less than $10,000, either party may elect binding arbitration under the rules of the American Arbitration Association. The arbitration will be conducted in Delaware or remotely.

17.5 Class Action Waiver

You agree to resolve disputes with us on an individual basis and waive any right to participate in a class action lawsuit or class-wide arbitration.

18. Miscellaneous

18.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and PANDOR LAB, LLC regarding the Service and supersede all prior agreements.

18.2 Severability

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

18.3 Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of that right or provision.

18.4 Assignment

You may not assign or transfer these Terms or your account without our written consent. We may assign our rights and obligations under these Terms without restriction.

18.5 Force Majeure

We will not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, terrorism, natural disasters, or failures of third-party services.

18.6 Export Compliance

You agree to comply with all applicable export and import laws and regulations. You may not use the Service in any country subject to U.S. trade embargoes.

18.7 Language

These Terms are written in English. Any translations are provided for convenience only. In case of conflict, the English version prevails.

19. Contact Us

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

PANDOR LAB, LLC 1111B South Governors Avenue Dover, DE 19904 United States

Email: hello@kardly.app Website: https://kardly.app

Acknowledgment: By using the Kardly Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

Terms of Service | Kardly - Kardly