Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY DOWNLOADING, INSTALLING, OR USING THE SAGE APPLICATION, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE SAGE.

IMPORTANT: THESE TERMS INCLUDE AN ARBITRATION AGREEMENT REQUIRING INDIVIDUAL ARBITRATION OF MOST DISPUTES AND A WAIVER OF CLASS ACTIONS AND JURY TRIALS. PLEASE REVIEW SECTION 14 CAREFULLY.

By accessing or using the Service, you agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you do not agree, stop using the Service immediately and uninstall the App.

1. Eligibility

You must be at least 18 years of age, have the legal capacity to enter into a binding contract, and be a resident of the United States to use Ponder. By using the Service, you represent and warrant that you meet these requirements. We may limit or restrict access to the Service for any user, geographic region, or jurisdiction at any time in our sole discretion.

2. Account Registration and Authentication

To use Ponder, you must register using a valid U.S. mobile phone number. We will send you a one-time passcode (OTP) via SMS to verify your identity. You agree to:

• Provide accurate, current, and complete information during registration and keep it updated
• Maintain the confidentiality of your account and not share access credentials with any other person
• Notify us immediately at support@kikoff.com if you suspect unauthorized access to your account

You are solely responsible for all activity that occurs under your account, whether or not authorized by you.

3. Limited License and Use Restrictions

3.1 Limited License

Subject to your continued compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

• Download and install one copy of the App on a mobile device you own or control; and
• Access and use the Service solely for your personal, non-commercial financial management purposes.

All rights not expressly granted to you are reserved by Kikoff and its licensors.

3.2 Use Restrictions

You agree that you will not:

• Use the Service for any unlawful purpose or in violation of any applicable law or regulation
• Attempt to reverse engineer, decompile, disassemble, or derive the source code of the Service
• Attempt to gain unauthorized access to our systems, other user accounts, or connected financial accounts
• Rent, lease, sell, sublicense, assign, or otherwise transfer the Service or any rights in it
• Access or use the Service for competitive analysis or to build a competing product or service
• Use automated means (bots, scrapers, crawlers, spiders) to access or interact with the Service
• Transmit viruses, malware, or any code designed to interfere with the operation of the Service
• Use the Service to harass, harm, or defraud others
• Share or resell access to the Service to third parties

4. Connecting Your Financial Accounts (Plaid)

4.1 Plaid Authorization

Ponder uses Plaid Inc. (“Plaid”) to enable you to connect your bank and financial accounts to the Service. When you connect an account, you authorize Ponder and Plaid to access your financial data on a read-only basis, including account balances, transaction history, and account holder information. This authorization does not permit Ponder or Plaid to initiate transfers, make payments, or perform any transaction on your behalf.

4.2 Plaid's Terms

Your use of Plaid's services is governed by Plaid's End User Privacy Policy (https://plaid.com/legal). By connecting your financial accounts, you agree to Plaid's terms.

4.3 Disconnecting Accounts

You may disconnect your financial accounts at any time through the App. Previously accessed data and any features already generated (such as widgets or chat history) may continue to be retained as described in our Privacy Policy until you delete your account.

4.4 Accuracy of Financial Data

We make no guarantee about the accuracy, completeness, or timeliness of financial data provided by Plaid or your financial institutions. You should verify important financial information directly with your bank.

5. AI Features and Important Disclaimers

5.1 AI-Powered Features

Ponder provides AI-powered features including a conversational chat assistant, automated widget generation, and proactive financial notifications. These features use large language model (LLM) technology to analyze your financial data and generate responses, summaries, and insights.

5.2 NOT Financial, Investment, or Legal Advice

ALL CONTENT, INSIGHTS, RECOMMENDATIONS, NOTIFICATIONS, AND RESPONSES GENERATED BY SAGE — INCLUDING BY ITS AI ASSISTANT — ARE PROVIDED FOR INFORMATIONAL AND ORGANIZATIONAL PURPOSES ONLY. THEY DO NOT CONSTITUTE FINANCIAL, INVESTMENT, TAX, ACCOUNTING, OR LEGAL ADVICE.

Ponder is not a registered investment advisor, broker-dealer, financial planner, or financial institution. No information or content provided through the Service constitutes a legal opinion or creates any professional relationship between you and Kikoff. You should not rely on Ponder's AI outputs as a substitute for advice from qualified professionals. Always consult with a licensed financial advisor, accountant, or attorney before making financial decisions.

5.3 AI Limitations

AI-generated content may be incomplete, inaccurate, outdated, or not applicable to your specific situation. We do not guarantee the accuracy or reliability of any AI-generated content. You use AI-generated insights at your own risk.

6. Intellectual Property

The Service, including all software, design, text, graphics, AI-generated templates, and other content (“Ponder Content”), is owned by Kikoff Inc. and protected by applicable intellectual property laws. These Terms do not grant you any rights to our intellectual property except as necessary to use the Service as described herein.

You retain ownership of all personal data and content you provide through the Service. By using the Service, you grant us a limited, non-exclusive, worldwide, royalty-free license to use your data solely to operate and provide the Service and to generate AI responses on your behalf, consistent with our Privacy Policy.

If you choose to submit ideas, suggestions, or feedback about the Service (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable license to use, modify, and exploit such Feedback without restriction or compensation to you.

7. Privacy

Our collection and use of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. You can find our Privacy Policy within the Settings section of the App or at the link provided during onboarding.

8. Fees and Subscription

Ponder is currently offered free of charge. We reserve the right to introduce paid subscription tiers in the future. If we do, we will provide you with advance notice and obtain your consent before charging you. Any subscription fees will be clearly disclosed before you are billed.

9. Account Termination and Deletion

9.1 Termination by You

You may delete your account at any time from within the App (Settings > Delete Account). Upon account deletion, we will permanently delete all personal data associated with your account — including your financial data, chat history, and widgets — in accordance with our Privacy Policy. Deleting the App alone does not delete your account or data.

9.2 Termination by Us

We may suspend or terminate your access to the Service at any time, with or without cause, including if we believe you have violated these Terms, if we suspect fraudulent or harmful activity, or if providing the Service is no longer commercially or technically feasible. We will provide notice where reasonably practicable.

9.3 Effect of Termination

Upon termination, the rights and licenses granted to you will immediately cease and you must stop using the Service. Sections 5, 6, 10, 11, 12, 14, and any other provisions that by their nature should survive will continue in effect after termination.

10. Disclaimers

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, ACCURACY, OR NON-INFRINGEMENT.

We do not warrant that:

• The Service will be uninterrupted, error-free, or secure
• Financial data provided through Plaid will be accurate or complete
• AI-generated content will be accurate, reliable, or appropriate for your circumstances
• Any defects in the Service will be corrected

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KIKOFF INC. AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO US IN THE TWELVE MONTHS PRECEDING THE CLAIM OR (B) FIFTY DOLLARS ($50).

12. Indemnification

You agree to indemnify, defend, and hold harmless Kikoff Inc. and its officers, directors, employees, and agents from any claims, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising from your use of the Service, your violation of these Terms, or your violation of any rights of a third party.

13. Governing Law

These Terms are governed by the laws of the State of California, without regard to its conflict of law principles, except where otherwise required by applicable law.

14. Dispute Resolution by Binding Arbitration; Jury Trial and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR LEGAL RIGHTS.

Most concerns can be resolved quickly by contacting us at privacy@kikoff.com. If a dispute cannot be resolved informally, you and Kikoff agree to resolve any claim, dispute, or controversy arising out of or relating to these Terms or the Service (“Claim”) exclusively by binding, individual arbitration administered by the American Arbitration Association (“AAA”) under its applicable rules.

• No Class Actions: Claims must be brought on an individual basis only. You and Kikoff each waive any right to participate in a class, collective, or representative action.
• No Jury Trial: By agreeing to arbitration, you waive the right to a jury trial.
• Small Claims Exception: Either party may bring a qualifying claim in small claims court.
• Location and Fees: Arbitration will be held in San Francisco, California, or virtually. Each party will be responsible for its own legal fees and costs unless otherwise required by law.
• Opt-Out: You may opt out of this arbitration provision within 30 days of first agreeing to these Terms by sending written notice to: Kikoff Inc., 633 Folsom St., Suite 300, San Francisco, CA 94107. Your opt-out will not affect any other provision of these Terms.

15. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will provide notice within the App or through other reasonable means. Your continued use of the Service after the updated Terms take effect constitutes your acceptance of the new Terms.

16. Miscellaneous

• Entire Agreement: These Terms and our Privacy Policy constitute the entire agreement between you and Kikoff regarding the Service.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
• Waiver: Our failure to enforce any provision of these Terms is not a waiver of our right to enforce it in the future.
• Assignment: You may not assign your rights under these Terms without our prior written consent. We may assign our rights freely.

17. Contact Us

Kikoff Inc. — Ponder Legal Team

Email: privacy@kikoff.com