Last updated: July 24, 2026 · Version 2.2
These Terms of Service (the “Terms”) are a binding agreement between you and Kadropic Labs, Inc., a Delaware corporation with operations in San Francisco, California (“Kadropic Labs”, “we”, “us”, “our”), and they govern your access to and use of LEO Soul and everything we provide around it (the “Service”). By creating an account, installing an SDK or client, calling the API, deploying a self-hosted image, or otherwise using the Service, you agree to these Terms. If you do not agree, do not use the Service.
trace, and a
soul_state object.POST /v1/turn). A turn is the unit we
meter for quota.soul_state, and
other data you send to or through the Service.LEO Soul is a stateless metacognitive layer for LLM agents. You bring your own Model Provider
and credentials; the Engine processes each turn and returns a result, a decision action, a
trace, and a soul_state object that you store and control. You can use the Service in
three ways:
soul_state).soul_state never leave your boundary, and the
instance verifies its license offline (no phone-home).Failure behaviour. By default the Engine fails open at module level: if an
internal module errors it falls back to a pass-through and records the degradation in the decision trace, so a
single failed check does not cost you the turn. You may switch your account to fail-closed, in
which case a turn whose safety check could not run is escalated rather than answered. Neither setting is a
commitment that the Service will be available: if the Service is unreachable, calls to it will fail, and it is
your responsibility to configure your client's failure policy (our SDKs expose this as
on_unavailable, defaulting to failing closed) and to decide whether your application degrades or
stops. Availability is addressed in §15. You are responsible for the model, credentials, and workload you
connect.
You must be at least 18 years old and able to form a binding contract. You agree to provide accurate registration information and keep it current. You are responsible for safeguarding your account credentials, API keys, license keys, and any tokens, and for all activity under them. Enable two-factor authentication and restrict key scope where offered. Notify us promptly at support@kadropiclabs.com of any suspected unauthorized use. You are responsible for your team members and anyone you invite into your workspace.
The Service is offered on several plans. Current plans, prices, quotas, and included features are described on our Pricing page and in the dashboard, and are incorporated into these Terms by reference. In summary:
| Plan | Nature | Notes |
|---|---|---|
| Free | No-cost tier | Limited monthly turns, one API key, the full decision loop, community support. Intended for evaluation and small workloads. |
| Pro / Scale | Paid subscriptions | Higher quotas, more keys and seats, and additional in-turn capabilities as described on Pricing. Billed in advance. |
| Enterprise | Custom, usually self-hosted | Governed by a separate order form and/or MSA; unlimited/negotiated usage, SSO/SCIM, DPA/BAA, and an SLA. |
Quotas. Usage quotas and per-plan rate limits apply as described on Pricing. Requests beyond your quota may be rate-limited, queued, or rejected. On a paid plan we may, at our discretion, allow a small amount of usage above the quota before blocking so a production integration is not cut off mid-request; this is a courtesy, not an entitlement, and the Free tier has no such allowance - its quota is a hard limit. The billing “month” is a rolling 30-day window that starts on the day the account is created (Free) or the day a paid plan starts, and resets every 30 days - not on the calendar first of the month. We may meter, throttle, or apply anti-abuse controls to protect the Service and other customers.
Free tier. The Free tier is provided for your convenience and may be modified, limited, or discontinued at any time. We may reclaim inactive free accounts and their resources after a reasonable period of inactivity, with notice where practicable.
Paid plans are billed in advance on a monthly or annual basis through our payment processor, Stripe. Annual plans are billed once for the term (annual is offered at a discount equivalent to two months free). By subscribing you authorize us and Stripe to charge your payment method on a recurring basis until you cancel. You are responsible for keeping a valid payment method on file.
Failed payments (grace period). If a scheduled charge fails, your plan remains fully active for a six (6) day grace period while we retry and remind you (by email and an in-app notice). If payment is not resolved within that window, the plan lapses to the Free tier. A successful payment during the grace period restores the plan on its normal schedule and does not restart any refund window.
Price changes. We may change pricing prospectively with notice; changes do not affect the term you have already paid for. Continued use after a price change takes effect constitutes acceptance for the next term.
Taxes. Fees are exclusive of taxes. You are responsible for all sales, use, VAT, GST, withholding, and similar taxes (other than taxes on our net income). Where required we will collect applicable tax. You can add a company name and Tax/VAT number in your profile so it appears on invoices.
This self-serve refund policy applies to the Free, Pro and Scale plans purchased online. Enterprise subscriptions (hosted or self-hosted) are governed solely by their Master Services Agreement and Order Form - including their own non-payment, suspension and refund terms - and not by this section.
You can cancel at any time from the Plan & Billing tab or by contacting support. When you cancel you choose one of two paths:
Our refund policy:
You agree that you will not, and will not permit anyone using your account to:
We may investigate suspected violations and cooperate with legal authorities. We may remove or disable access to content or accounts that violate this section.
You retain all rights to your Customer Content. You grant us only the limited rights needed to operate the
Service for you - for the Hosted Service, that is transient processing of a turn to return a result; we do not
retain your message content or soul_state (see Privacy Policy). You are
solely responsible for your Customer Content, for your Model Provider relationship and credentials, for the
configuration you choose, and for the actions your application takes based on the Service’s output. You must
have all rights and consents necessary for us (and your Model Provider) to process the content you submit.
LEO Soul is a reliability aid, not a guarantee of correctness. It helps a model know what it knows - measuring uncertainty and deciding whether to answer, ask, confirm, refuse, or escalate - but it does not make outputs correct, safe, or fit for your purpose, and it does not remove your responsibility for outcomes. In particular:
The Service integrates with third parties, including your chosen Model Provider, our payment processor (Stripe), and our infrastructure providers. Your use of a third-party service is governed by that party’s terms and privacy practices, and that relationship (for Model Providers, including token/usage costs) is between you and them. We are not responsible for third-party services and do not warrant them. Model/token costs are billed to you by your own Model Provider and are separate from your LEO Soul subscription.
The Service - including the Engine, its algorithms, software, documentation, and look and feel - is owned by
Kadropic Labs and its licensors and is provided under license, not sold. Subject to these Terms and your
payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to
access and use the Service for your internal business purposes for the term of your subscription (and, for a
Self-Hosted Deployment, as further defined in your license and MSA). All rights not
expressly granted are reserved. The soul_state your deployment produces - the learned state - is
yours; you retain all rights to your own content and applications. “LEO Soul”, “Kadropic Labs”, and related
marks are our trademarks; these Terms grant you no right to use them except to accurately refer to the
Service.
If you send us ideas, suggestions, or feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it without restriction or obligation to you. Feedback is provided voluntarily and is not your Confidential Information.
We may offer features identified as beta, preview, or experimental. These are provided “as is”, may change or be withdrawn, may be less reliable, and are excluded from any SLA or warranty. Use them at your discretion.
The Engine is stateless. On the Hosted Service we do not store your message content or soul_state;
we retain only your account information, aggregate usage counts, and billing and security records. How we
handle personal data is described in our Privacy Policy. Where we process personal data
on your behalf as a processor, our Data Processing Agreement applies and is incorporated by
reference for customers who accept it. Our security practices are described on the
Security page, which also sets out how to report a vulnerability.
We work to keep the Hosted Service available and publish live status at /status. Except where a written SLA is expressly agreed (Enterprise), the Service is provided without an uptime or response-time guarantee. Support levels vary by plan; target first-response times are provided in good faith and are targets, not binding commitments, unless a contractual SLA says otherwise. We may perform maintenance, and will aim to give advance notice of planned maintenance that is expected to cause meaningful disruption.
We built the Service to limit harm structurally - the Engine is stateless and fails open - but no software is perfect. Here is what to expect if something goes wrong, and what each side is responsible for:
If you are ever unsure what to do, open a support case from your dashboard or email support@kadropiclabs.com - a human reviews it.
The Service is provided “as is” and “as available”, without warranties of any kind. To the maximum extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, title, non-infringement, and any warranty arising from course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, error-free, or secure, that outputs will be accurate or reliable, or that defects will be corrected.
About the numbers we publish. Any performance, accuracy, latency, calibration, reliability, or cost figures, benchmarks, or illustrative examples shown on our website, in documentation, or in marketing are for general informational purposes only. They are typical or approximate results measured under particular conditions, may be rounded or presented as ranges, and are not a promise, warranty, or guarantee of the results you will obtain. Actual results depend on your Model Provider, data, configuration, and workload, and will vary. Nothing on our marketing pages forms part of a contract or creates any warranty beyond those expressly stated in these Terms or a signed order form.
Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you; in that case those warranties are limited to the minimum extent permitted by law.
To the maximum extent permitted by law: (a) neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, goodwill, or business interruption, arising out of or relating to the Service, even if advised of the possibility; and (b) each party’s total aggregate liability for all claims arising out of or relating to the Service or these Terms will not exceed the greater of (i) the amounts you paid us for the Service in the twelve (12) months before the event giving rise to the claim, or (ii) US $100.
These limitations apply to all theories of liability (contract, tort, negligence, strict liability, or otherwise), form the basis of the bargain between us, and apply even if a limited remedy fails of its essential purpose. Nothing in these Terms limits liability that cannot be limited by law (such as, in some jurisdictions, liability for fraud, gross negligence, willful misconduct, death, or personal injury).
You will defend, indemnify, and hold harmless Kadropic Labs and its officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your Customer Content; (b) your use of the Service in violation of these Terms or applicable law; (c) the actions your application takes based on the Service’s output; or (d) your violation of a third party’s rights or of your Model Provider’s terms. We will notify you of the claim, allow you to control the defense (with our reasonable cooperation), and not settle a claim that imposes obligations on us without our consent.
You may stop using the Service and cancel at any time. We may suspend or terminate your access, in whole or in part, if: you materially breach these Terms (including non-payment or a §7 violation); we are required to by law or a Model Provider; or your use poses a security, legal, or operational risk to the Service or others. Where practicable we will give notice and an opportunity to cure. On termination, your license to use the Service ends and we may delete your account data as described in the Privacy Policy; you remain responsible for fees accrued before termination. Sections that by their nature should survive (including Definitions, IP, Feedback, Disclaimers, Limitation of Liability, Indemnification, Disputes, and General) will survive.
Immediate suspension for abuse or fraud. We may suspend or restrict your account, keys, or workspace immediately and without prior notice where we reasonably determine that: (a) there is fraudulent, deceptive, or unauthorized activity (including payment fraud, stolen-card use, or coordinated chargebacks); (b) you are exploiting or abusing the free tier, quotas, licensing, or the refund policy (for example, scripting sign-ups, sharing keys to exceed a plan, or draining a plan’s quota ahead of a refund request); (c) your activity harms, or is reasonably likely to harm, us, other customers, a Model Provider, or the integrity, security, or availability of the Service; or (d) we are otherwise reasonably acting to protect the Service or comply with law. In these cases we may also decline or reverse pending refunds, withhold refund eligibility, and reclaim resources. We aim to act proportionately and, where practicable and lawful, will tell you what happened and how to restore access; a suspension is not a waiver of any other remedy available to us.
These Terms are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws rules, and, where applicable, by the U.S. Federal Arbitration Act. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Informal resolution first. Before starting a formal proceeding, you agree to try to resolve the dispute informally by contacting us at support@kadropiclabs.com; we will do the same. If it is not resolved within 30 days, either party may proceed as below.
Binding arbitration. Except for the carve-outs below, any dispute arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by JAMS under its applicable rules, before a single arbitrator, seated in Wilmington, Delaware (or by video where available), in English. Judgment on the award may be entered in any court of competent jurisdiction. The arbitrator decides all issues except that a court decides the enforceability of the class-action waiver.
Class-action waiver. Disputes will be conducted only on an individual basis. You and we waive any right to bring or participate in a class, collective, consolidated, or representative action. If the class-action waiver is found unenforceable as to a particular claim, that claim (and only that claim) will proceed in court.
Carve-outs. Either party may (a) bring an individual claim in small-claims court, and (b) seek injunctive or equitable relief in court to protect its intellectual property or confidential information.
30-day opt-out. You may opt out of this arbitration and class-waiver agreement by emailing support@kadropiclabs.com within 30 days of first accepting these Terms, stating your name, account, and intent to opt out. If you opt out, disputes will be resolved in the state or federal courts located in Delaware, and both parties consent to that jurisdiction and venue.
Where you deal with us as a consumer, nothing here deprives you of the mandatory protections or the courts of your country of residence that the law grants you.
You represent that you are not located in, and will not use the Service in or for the benefit of, a country or party subject to U.S. or other applicable embargoes or trade sanctions, and that you are not on any restricted or denied-party list. You will comply with applicable export-control, sanctions, and anti-corruption laws (including the U.S. FCPA) in your use of the Service.
We may modify the Service and may update these Terms. For material changes to the Terms we will post the updated version here with a new “Last updated” date and, where reasonable, provide additional notice. Changes take effect when posted (or on a stated effective date); your continued use after that constitutes acceptance. If you do not agree to a change, stop using the Service before it takes effect.
Kadropic Labs, Inc. (a Delaware corporation) · 584 Castro St. 4063, San Francisco, California, USA · support@kadropiclabs.com · kadropiclabs.com