Terms of Service Agreement

1. Acceptance of Terms

By accessing or using Crescent Advisors Limited (trading as Kenneth AI)’s software-as-a-service platform (the “Service”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree, you must not use the Service. If you are using the Service on behalf of an organisation or entity, you represent that you have the authority to bind that entity to these Terms, and “you” will refer to that entity as well as its users. Use of the Service is also subject to our Privacy Policy and any additional policies or agreements referenced in these Terms.

2. Description of Service

Crescent Advisors Limited (trading as Kenneth AI) (the “Company”, “we”, “us”) provides an online platform for restructuring and insolvency professionals. The Service enables document generation, case file management, and client onboarding, built on a secure Microsoft SharePoint infrastructure for data storage. Through the Service, you can upload, store, and manage case-related data (including financial records, insolvency proceeding documents, identification records, accounting records, communications, and other case files) in a centralised system. The Service is offered on a subscription basis (monthly or annual plans) and is primarily intended for users in the United Kingdom (though it may be accessible from other regions).

Important: The Service and any documents or information generated through it are for informational and administrative purposes only. The Service is not legal, financial, or professional advice and should not be relied upon as such. You are responsible for ensuring that any documents generated or data managed via the Service meet your legal and professional requirements, and for obtaining independent professional advice where necessary.

3. Account Registration and Security

To use the Service, you must create an account. When registering, you agree to:

3.1. Provide accurate, current, and complete information (including contact details and payment information if applicable) and keep it updated.

3.2. Maintain the confidentiality of your login credentials. Do not share your username or password with unauthorised persons. You are responsible for all activities that occur under your account.

3.3. Notify Crescent Advisors Limited (trading as Kenneth AI) immediately at michael@kenneth.team of any unauthorised access or use of your account or any security breach. We are not liable for any loss or damage arising from your failure to safeguard your account credentials.

3.4. Use appropriate security measures on your own systems to prevent unauthorised access to the Service (e.g. secure your devices, use strong passwords).

3.5. If you are an organisation, you may allow your employees or authorised agents to use the Service under your account. You are responsible for ensuring that all authorised users comply with these Terms. If an authorised user leaves your organisation or no longer should have access, you must terminate their access promptly.

4. Subscription Plans and Payment Terms

Use of the Service requires a valid subscription. The following terms apply to subscriptions and fees:

4.1. Plans and Fees: You must select a subscription plan (e.g. monthly or annual) and pay the applicable fees. Fees are described on our website or order form. All fees are in GBP (£) unless stated otherwise and are exclusive of taxes (such as VAT), which will be added as required by law. You are responsible for any taxes or government charges applicable to your purchase.

4.2. Billing and Payment: By providing a payment method (e.g. credit card or other payment information), you authorise Crescent Advisors Limited (trading as Kenneth AI) to charge the subscription fees to that payment method on a recurring basis (monthly or annually, depending on your plan). Annual plans may be billed upfront for the year, and monthly plans will be billed each month. If payment is by invoice, full payment must be received by the due date indicated.

4.3. Auto-Renewal: Subscriptions will automatically renew at the end of each billing period (and you will be charged the then-current rate) unless you cancel the subscription before the renewal date. We will notify you of any fee changes or adjustments to your plan in advance, in accordance with Section 15 (Changes to Terms). If you do not agree to a fee change, you must cancel your subscription before the next billing cycle.

4.4. Late Payments: If we are unable to process payment or if your account is overdue, we may, after providing notice (e.g. email notice to your registered email), suspend your access to the Service until payment is received. If any fees remain unpaid for more than 30 days after the due date, Crescent Advisors Limited (trading as Kenneth AI) may terminate your account for breach. You agree to reimburse us for any reasonable costs of collection (such as legal fees and costs) in case of overdue payments.

4.5. No Refunds: Fees (including subscription fees for active terms) are non-cancellable and non-refundable, except where required by law or explicitly stated otherwise. For example, if you cancel in the middle of a billing period, you will retain access until the end of the paid period but will not receive a refund for the remaining time. If Crescent Advisors Limited (trading as Kenneth AI) terminates the Service or your account without cause (not due to your breach), we may provide a pro-rata refund of prepaid fees for the remaining unused subscription term.

4.6. Upgrades and Downgrades: You may be allowed to upgrade or downgrade your subscription plan. Upgrading may result in a pro-rata charge for the higher plan for the remainder of the current period or an immediate new billing period, as applicable. Downgrading might only take effect after the current paid period ends, or otherwise according to our then-current policy. Be aware that downgrading may result in loss of certain features or capacity of your account.

4A. Pilot Programme

4A.1. Eligibility and Term. If Crescent Advisors Limited (trading as Kenneth AI) confirms in writing or via an Order Form that you may access the Service on a pilot basis (“Pilot Programme”), the Pilot Programme starts on the date we activate your account (“Pilot Start Date”) and ends on the date specified in the written confirmation or Order Form (“Pilot End Date”). The period between the Pilot Start Date and Pilot End Date is the “Pilot Term.” The Pilot Term will not automatically renew unless specified otherwise in the Order Form.

4A.2. Fees. Any fees applicable to the Pilot Programme (“Pilot Fees”) and the payment schedule (e.g., monthly, quarterly, or annual) will be set out in the written confirmation or Order Form. Pilot Fees are subject to the payment terms in Section 4 unless specified otherwise in the Order Form.

4A.3. Licence and Use. Subject to Section 5 (Acceptable Use), we grant you a non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes during the Pilot Term, in accordance with any usage parameters or limitations specified in the written confirmation or Order Form.

4A.4. Support. We will provide a level of support, maintenance, or updates during the Pilot Programme as agreed in the written confirmation or Order Form.

4A.5. Early Termination. We may suspend or terminate the Pilot Programme (or any part of the Service) at any time on twenty-four (24) hours’ written notice.

4A.6. Pilot Data. Within thirty (30) days after the Pilot End Date you may export any data uploaded during the Pilot Programme (“Pilot Data”) via the in-app export function. Unless you convert to a standard paid subscription, we may delete Pilot Data after that period.

4A.7. Disclaimer and Limitation of Liability. DURING THE PILOT PROGRAMME THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTIES OR SERVICE-LEVEL COMMITMENTS BEYOND THOSE EXPRESSLY STATED IN THE ORDER FORM. Section 12 (Limitation of Liability) applies, except that our total aggregate liability arising out of or in connection with the Pilot Programme shall not exceed the greater of (a) the total fees paid by you for the Pilot Programme, or (b) £100 (one hundred pounds sterling).

4A.8. Survival. Sections 6 (User Data, Privacy and Confidentiality), 12 (Limitation of Liability) and 13 (Indemnification) survive the expiry or termination of the Pilot Programme.

5. Acceptable Use Policy

You agree to use the Service only for lawful purposes and in accordance with these Terms. You must not:

5.1. Violate Laws or Regulations: Use the Service in any manner that violates any applicable law or regulation. This includes, without limitation, data protection laws, export control laws, and any laws governing insolvency proceedings or financial conduct applicable to your use.

5.2. Improper or Unauthorised Use: Permit any unauthorised person or entity to access or use the Service. You may not sell, resell, license, rent, or commercially exploit the Service unless expressly permitted by Crescent Advisors Limited (trading as Kenneth AI) in a separate agreement.

5.3. Interfere with the Service: Use the Service in a way that could disrupt, disable, overburden, or impair the Service’s functioning (e.g. transmitting worms, viruses, or any code of a destructive nature). Do not attempt to gain unauthorised access to the Service, other users’ accounts, or Crescent Advisors Limited (trading as Kenneth AI)’s systems.

5.4. Upload Prohibited Content: Transmit, store, or distribute any content through the Service that is illegal, defamatory, harassing, threatening, or that infringes or misappropriates any third party’s rights. In particular, you must not upload content that: (a) is false or misleading; (b) is defamatory, obscene, or offensive; (c) invades another’s privacy or includes another person’s personal data without lawful basis; (d) infringes any intellectual property or proprietary rights; or (e) you do not have the right to upload (for example, confidential information of others that you’re not authorised to disclose).

5.5. Security Violations: Attempt to probe, scan, or test the vulnerability of any system or network associated with the Service, breach any security or authentication measures, or decipher any transmissions to or from the servers running the Service.

5.6. Competitive Use: Reverse engineer, decompile, or disassemble the Service; create derivative works based on the Service; or use the Service to build a competing product or service, or copy any features, functions or graphics of the Service, except where such restriction is prohibited by law.

We reserve the right to monitor usage of the Service for security and operational purposes, and to ensure compliance with these Terms. We may remove or disable access to any content or materials that violate this Acceptable Use Policy or otherwise may expose Crescent Advisors Limited (trading as Kenneth AI) or other parties to harm or liability. Crescent Advisors Limited (trading as Kenneth AI) may also suspend or terminate your access to the Service for violations of this Section (in addition to any other remedies we may have). Serious violations (for example, involving illegal content or activities) may also be reported to law enforcement or relevant authorities.

6. User Data, Privacy, and Confidentiality

6.1. Ownership of Data: You retain all rights and ownership in the data, content, and materials you or your end-clients (collectively, “User Data”) upload or submit to the Service. Crescent Advisors Limited (trading as Kenneth AI) does not claim ownership of your User Data. Except as needed to provide the Service, we will not use or disclose your User Data without your permission. Our Terms explicitly recognise that you (the customer) maintain full control over your own data, and we include provisions on data protection and confidentiality in line with applicable laws (including the UK GDPR).

6.2. Licence to Crescent Advisors Limited (trading as Kenneth AI): By uploading or submitting User Data to the Service, you grant Crescent Advisors Limited (trading as Kenneth AI) a worldwide, non-exclusive, royalty-free licence to host, store, transfer, display, and process your User Data for the sole purpose of providing and improving the Service and fulfilling our obligations under these Terms. This includes the right to make backups, perform security audits, or use sub-contracted processors (such as cloud hosting on Microsoft SharePoint or other integrated services) as necessary to provide the functionality of the platform. We will ensure that any sub-processors are bound by appropriate confidentiality and data protection obligations.

6.3. Data Protection and Compliance: Each party agrees to comply with applicable data protection and privacy laws in relation to User Data. You are responsible for ensuring that you have all necessary rights, permissions, and (if required) consents to upload personal or sensitive data to the Service. In particular, if you input personal data about third parties (such as your clients’ information), you represent and warrant that you have a lawful basis for processing and sharing that data with us for the purposes of using the Service. Our processing of any personal data contained within User Data on your behalf is governed by our Data Processing Addendum ("DPA"), which is available at https://kenneth.chat/legal/dpa and is hereby incorporated by reference into these Terms. By agreeing to these Terms, you also agree to the terms of the DPA. We implement appropriate technical and organisational measures to safeguard User Data against unauthorised access, loss, or disclosure, consistent with industry standards for services of this kind.

6.4. Confidentiality: Crescent Advisors Limited (trading as Kenneth AI) understands that User Data may include confidential information (such as case files, financial records, or other non-public data). We will treat your User Data as confidential and will not disclose it to any third party except (i) as needed to provide the Service (for example, to our cloud storage provider or service partners under similar confidentiality obligations), or (ii) as required by law, regulation, or court order (in which case we will, where lawful to do so, notify you in advance to allow you to seek protective measures). Conversely, you may from time to time receive confidential information about Crescent Advisors Limited (trading as Kenneth AI) or the Service (for example, non-public features, pricing for custom plans, or pre-release insights). You agree not to disclose Crescent Advisors Limited (trading as Kenneth AI)’s confidential information to any third party without our written consent. These confidentiality obligations remain in effect even after termination of the Terms for as long as the information remains confidential.

6.5. Data Backup and Retrieval: While we take regular backups and have data retention policies, it is your responsibility to maintain copies or backups of your important User Data. In the event of any data loss or corruption, we will make reasonable efforts to restore the data from our latest backups, but we do not guarantee that any lost data can be recovered. You acknowledge that the Service is a data-heavy platform and you will take steps to archive case information as needed for compliance with your own record-keeping obligations (for example, insolvency practitioners may need to keep certain records outside of the platform for statutory periods). If your subscription ends or your account is terminated, refer to Section 10 (Termination) for details on data retrieval.

7. Intellectual Property Rights

7.1. Service IP: All rights, title, and interest in and to the Service (including the website, platform, software, algorithms, templates, features, logos, and all related intellectual property) are owned by Crescent Advisors Limited (trading as Kenneth AI) or its licensors. The Terms do not grant you ownership of any intellectual property rights in the Service or in any content provided by Crescent Advisors Limited (trading as Kenneth AI). Crescent Advisors Limited (trading as Kenneth AI) grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service during the term of your subscription, solely for your internal business purposes in accordance with these Terms. You must not (except as permitted by these Terms or by law): copy, modify, distribute, sell, or lease any part of the Service; reverse engineer or attempt to extract the source code of the software; remove or obscure any proprietary notices on the Service or accompanying documentation. If you provide any feedback or suggestions to Crescent Advisors Limited (trading as Kenneth AI) regarding the Service, we may use and incorporate such feedback without any obligation to you, and you hereby grant us a royalty-free, sublicensable, perpetual licence to use any feedback for any purpose.

7.2. User Data IP: You retain all intellectual property rights in your User Data and content. Crescent Advisors Limited (trading as Kenneth AI)’s use of your User Data under these Terms does not transfer to us any ownership of such data. We also acknowledge that documents or outputs generated by you through use of the Service (for example, reports or forms for an insolvency case) are considered part of your User Data. However, to the extent that such outputs include any pre-built template text or components provided by Crescent Advisors Limited (trading as Kenneth AI)’s software, those components remain the intellectual property of Crescent Advisors Limited (trading as Kenneth AI). We grant you a licence to use, reproduce, and modify any template-based content included in the outputs for your legitimate business purposes, so you can fully utilise the documents generated for managing your cases. You may not extract and reuse substantial portions of our template content outside the intended use of the Service (for example, reselling our template forms to others) without our permission.

7.3. Third-Party Materials: The Service may include or integrate third-party software, services, or libraries (for example, the SharePoint platform, or other tools) which are subject to their own licences. You agree to comply with any such third-party terms that are applicable to your use of the Service. All third-party trademarks, service marks, and logos displayed in the Service are the property of their respective owners and are used solely to refer to those services. No licence or right is granted to you to use any third-party marks.

8. Third-Party Services and Integration

The Service relies on certain third-party services and platforms to function effectively (for example, document storage on Microsoft SharePoint, authentication or email delivery services, etc.). You acknowledge and agree that:

8.1. Third-Party Terms: Your use of the Service is also subject to the terms and conditions of these third-party providers (such as Microsoft’s terms for Office 365/SharePoint services) to the extent applicable. We are not responsible for services provided by third parties, and we do not guarantee the availability or continuity of any third-party service.

8.2. Data Storage: By using the Service, you consent to your data being stored and processed on third-party infrastructure which may be located in various jurisdictions. We will use reputable providers and take measures to ensure they protect your data, but ultimate control over those services lies with the third-party providers.

8.3. No Liability for Third-Party Issues: Crescent Advisors Limited (trading as Kenneth AI) will not be liable for any failures or downtime caused by third-party services or infrastructure, or for any breaches of data attributable to those third parties, provided that we have taken reasonable care in selecting and configuring such providers. If a third-party provider ceases to offer its services or experiences a security incident, Crescent Advisors Limited (trading as Kenneth AI) will make commercially reasonable efforts to migrate or secure the data and maintain Service continuity, and will keep you informed of any significant impacts.

8.4. Integration with Your Services: The Service may offer integrations or API features that allow it to interface with other software you use (e.g., accounting systems, email clients). Crescent Advisors Limited (trading as Kenneth AI) is not responsible for the operation or security of your other systems. You are responsible for managing any credentials or configuration needed to enable such integrations. Use such features at your own risk, and ensure that connecting external systems will not violate any agreements or laws.

9. Service Level and Support

Crescent Advisors Limited (trading as Kenneth AI) will use reasonable efforts to ensure the Service is available and performs as intended. However, the Service’s availability may be subject to downtime for maintenance, updates, or events beyond our control (such as internet outages or force majeure events).

9.1. Availability: While we strive for high availability, we do not guarantee that the Service will be uninterrupted or error-free at all times. No specific uptime guarantee is provided under these Terms (any service level commitments would be in a separate Service Level Agreement if one is provided). We will attempt to schedule maintenance during off-peak hours and, when feasible, will provide advance notice of significant planned downtime.

9.2. Support: Crescent Advisors Limited (trading as Kenneth AI) provides standard support for the Service via email to michael@kenneth.team. Support inquiries will be addressed according to our support policies or your specific subscription plan. We do not guarantee any specific response or resolution times unless otherwise agreed in writing (e.g., in an SLA).

9.3. Updates: We may periodically update, upgrade, or modify the Service (for example, to deploy improvements, new features, or security patches). We will endeavour to avoid changes that materially reduce the functionality of the Service during your subscription term. Some updates may require updating your end (such as using a newer version of a web browser or updating integration credentials). We will not be liable for any issues arising from your failure to implement recommended updates or use supported technologies.

10. Termination and Suspension

10.1. Term: These Terms are effective from the moment you accept them (or first use the Service) and will remain in effect for as long as you continue to use the Service or have an active subscription, unless terminated as described below. Subscription plans have recurring billing periods as described in Section 4, and will continue renewing until terminated by either party.

10.2. Your Right to Terminate: You may terminate your subscription at any time by providing notice to Crescent Advisors Limited (trading as Kenneth AI) (through the account settings or contacting support). If you terminate, the termination will take effect at the end of your current paid billing period unless otherwise agreed. You will not receive a refund for the remainder of the period (see No Refunds in Section 4.5), but you will retain access until the period expires. If you wish to stop using the Service immediately, you can request immediate account deactivation, but any prepaid fees are still non-refundable.

10.3. Our Right to Suspension or Termination: We may suspend or terminate your access to the Service, in whole or in part, under the following circumstances:

10.3.1. Breach: If you breach these Terms (including non-payment of fees or violation of the Acceptable Use Policy) and do not cure the breach within 10 days after receiving notice from us (or immediately, if the breach is not curable or if it poses significant legal or security risks), we may suspend your account or terminate the Terms for cause.

10.3.2. Required by Law: If we are required to do so by law or a binding order of a court or other authority (for example, if continuing to provide the Service to you is unlawful or if your User Data is subject to a law enforcement seizure), we may terminate the account with as much notice as reasonably practicable.

10.3.3. Insolvency Event: If you become subject to a bankruptcy, insolvency, or similar proceeding, we will comply with applicable laws regarding treatment of ongoing service contracts. (Note: Under UK law, certain rights of termination may not be enforceable solely due to a customer’s insolvency.) Subject to that, we reserve the right to terminate if allowed by law or if agreed by the insolvency practitioner or court overseeing your assets.

10.3.4. Service Discontinuation: If Crescent Advisors Limited (trading as Kenneth AI) decides to discontinue the Service entirely or ceases business operations, we may terminate all user accounts by providing at least 60 days’ prior notice to you when feasible. In such case, we may provide a pro-rata refund for any unused portion of prepaid subscriptions beyond the termination date.

10.4. Effect of Termination: Upon termination or expiration of your account or subscription:

10.4.1. Your right to access or use the Service will immediately cease (or, if a future date is specified in a termination notice, on that specified date). You must stop using the Service and (if applicable) uninstall any software or cease using any APIs provided as part of the Service.

10.4.2. Data Retrieval: For a 30-day period following termination (or a longer period if required by law or stated in our data retention policy), you may contact Crescent Advisors Limited (trading as Kenneth AI) to retrieve your User Data. We may provide options for you to download your stored case files or export data. It is your responsibility to request data retrieval within this time. After such period, we may delete your data in accordance with our regular practices, and we are not obligated to retain it (except as required by law). If you anticipate needing extended data retention, please arrange this with us before termination.

10.4.3. Any provisions of these Terms which by their nature should survive termination (such as accrued payment obligations, confidentiality obligations, disclaimers, indemnities, and limitations of liability) will continue in effect.

10.4.4. Termination of the Terms or suspension of the Service shall be without prejudice to any rights or liabilities that accrued prior to the effective date of termination.

11. Disclaimers of Warranties

11.1. “As Is” and “As Available”: The Service is provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Crescent Advisors Limited (trading as Kenneth AI) disclaims all warranties, express or implied, statutory or otherwise, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing or usage of trade. We do not guarantee that the Service will meet your specific requirements, achieve any intended results, be compatible with all systems, or be secure or error-free.

11.2. No Guarantee of Accuracy or Outcomes: You acknowledge that any documents generated or information provided by the Service are not guaranteed to be error-free or tailored to your specific situation. The Service does not replace the need for professional judgement. Particularly in the restructuring and insolvency industry, you (and your staff) must review the outputs and ensure compliance with all legal obligations. Crescent Advisors Limited (trading as Kenneth AI) makes no representation that use of the Service will ensure compliance with any laws or regulations applicable to your activities.

11.3. Not Professional Advice: Crescent Advisors Limited (trading as Kenneth AI) is not a law firm, financial adviser, or accountancy firm, and the Service does not constitute professional advice. While the Service may facilitate the generation or management of legal or financial documents, it does so based on the information you provide and pre-programmed rules or templates. The Service and any support we provide are for informational purposes and administrative convenience, not specific legal or financial advice. You are advised to consult qualified professionals for advice on any legal or regulatory matters related to your insolvency cases or other business activities.

11.4. Third-Party Disclaimer: Crescent Advisors Limited (trading as Kenneth AI) is not responsible for services and information provided by third parties, even if accessed through our Service. We make no warranty regarding any third-party integrations, or that the third-party services (such as SharePoint or email providers) will function without interruption or error in conjunction with our Service.

11.5. No Other Warranties: No advice or information (whether oral or written) obtained from Crescent Advisors Limited (trading as Kenneth AI) or through the Service shall create any warranty not expressly stated in these Terms. You are solely responsible for your use of the Service and the results obtained from it.

11.6. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above disclaimers may not apply to you. In such cases, any implied warranties are limited to the minimum scope and duration permitted by applicable law.

12. Limitation of Liability

12.1. To the extent permitted by law, in no event will Crescent Advisors Limited (trading as Kenneth AI) (or its directors, officers, employees, agents, affiliates, or suppliers) be liable to you or any third party for: (a) any indirect, incidental, special, consequential, or punitive damages; or (b) any loss of or damage to data, loss of revenues, profits, goodwill, or other economic advantage, arising out of or related to your use of (or inability to use) the Service, even if we have been advised of the possibility of such damages. This limitation applies to all causes of action, whether in contract, tort (including negligence), strict liability, misrepresentation, or any other legal theory.

12.2. Cap on Liability: To the maximum extent permitted by law, Crescent Advisors Limited (trading as Kenneth AI)’s total aggregate liability for all claims arising from or related to the Service or these Terms shall not exceed the amount you have paid Crescent Advisors Limited (trading as Kenneth AI) in subscription fees in the twelve (12) months immediately preceding the event giving rise to the claim. If you have not paid any fees (for example, if you are using a free trial or free tier), Crescent Advisors Limited (trading as Kenneth AI)’s total liability shall not exceed £100 (one hundred British Pounds) or the equivalent in local currency.

12.3. Exceptions: Nothing in these Terms limits or excludes liability for gross negligence, wilful misconduct, fraud, or personal injury or death caused by our negligence, or any other liability that cannot be limited or excluded by law. However, any liability that cannot be excluded is limited to the smallest permissible amount under applicable law.

12.4. You acknowledge that the fees paid for the Service reflect the allocation of risk set forth in these Terms and that Crescent Advisors Limited (trading as Kenneth AI) could not feasibly provide the Service at the same prices without these limitations. It is common practice in SaaS agreements to cap financial responsibility and disclaim certain types of losses, and you agree that these limitations are reasonable.

13. Indemnification

You agree to indemnify, defend, and hold harmless Crescent Advisors Limited (trading as Kenneth AI) and its officers, directors, employees, and agents from and against any and all third-party claims, liabilities, damages, losses, or expenses (including reasonable legal fees and costs) arising out of or in any way connected with:

13.1. Your Use of the Service: Any use of the Service by you or your authorised users that violates the law or these Terms (including the Acceptable Use Policy in Section 5).

13.2. User Data: Your User Data, including any claim that content or data you uploaded to the Service infringes or misappropriates any third party’s intellectual property rights, or violates privacy rights, or any claim arising from the content of your User Data (e.g. if it’s alleged to be defamatory or illegal).

13.3. Breach: Your breach of any obligation, representation, or warranty in these Terms.

13.4. Violation by Users: If you are an organisation, any claim resulting from actions of any person who you allowed to access the Service (such as your employees or contractors) that would constitute a breach of these Terms if done by you.

We reserve the right, at our own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you. In that case, you agree to cooperate with our defence of that claim. You may not settle any such claim without our prior written consent, unless the settlement releases Crescent Advisors Limited (trading as Kenneth AI) of all liability and does not impose any obligations or admission of fault on Crescent Advisors Limited (trading as Kenneth AI). This indemnity obligation will survive the termination or expiration of your relationship with Crescent Advisors Limited (trading as Kenneth AI) and these Terms.

14. Governing Law and Dispute Resolution

14.1. These Terms and any dispute arising out of or in connection with them or the Service shall be governed by and construed in accordance with the law of England and Wales (without regard to its conflict of law principles). By using the Service, you agree that any disputes or claims will be subject to the exclusive jurisdiction of the courts of England and Wales, unless applicable law requires otherwise.

14.2. If you are located in a different country, you acknowledge that you are voluntarily accessing the Service from that location and are responsible for compliance with local laws, if and to the extent local laws are applicable. However, the governing law for these Terms will still be as stated above. Nothing in this section limits the rights you may have under mandatory law (for instance, certain consumer protection laws that might apply if you use the Service as a consumer, though the Service is intended for business use by professionals).

14.3. Negotiation and Good Faith: In the event of any dispute, claim, or controversy between you and Crescent Advisors Limited (trading as Kenneth AI), the parties agree to attempt in good faith to negotiate a written resolution for at least 30 days before pursuing formal legal action. This section does not prevent either party from seeking immediate injunctive relief if necessary to prevent irreparable harm.

15. Changes to Terms

Crescent Advisors Limited (trading as Kenneth AI) may update or modify these Terms from time to time. If we make material changes, we will provide you with reasonable notice by email (sent to the email address associated with your account) or by prominently posting a notice on our website or within the Service. The notice will designate a reasonable advance effective date for the new terms. It is your responsibility to review any updated Terms before they take effect. If you continue to use the Service after the new Terms become effective, you will be deemed to have accepted the revised Terms. If you do not agree with the changes, you must stop using the Service and, if applicable, cancel your subscription before the effective date of the updated Terms. Any continued use of the Service following the effective date of revised Terms will constitute your acceptance of those Terms. For minor changes that do not significantly affect your rights (such as clarifications or improvements), we may not send an email but will still update the “Effective Date” at the top of the Terms. We encourage you to periodically review the Terms for the latest information on our policies.

16. Miscellaneous

16.1. Entire Agreement: These Terms (including any documents incorporated by reference, such as the Privacy Policy and the Data Processing Addendum, and any Order Form or subscription agreement for the Service) constitute the entire agreement between you and Crescent Advisors Limited (trading as Kenneth AI) regarding the Service, and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning its subject matter.

16.2. Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be enforced to the maximum extent permissible and the remaining provisions of these Terms will remain in full force and effect.

16.3. No Waiver: No failure or delay by Crescent Advisors Limited (trading as Kenneth AI) in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right or remedy, nor will any partial exercise of any right or power preclude any further exercise of that right or any other right. To be effective, any waiver must be in writing and signed by Crescent Advisors Limited (trading as Kenneth AI).

16.4. Assignment: You may not assign or transfer these Terms or any of your rights or obligations under them, whether by operation of law or otherwise, without Crescent Advisors Limited (trading as Kenneth AI)’s prior written consent. Any attempt by you to assign these Terms without consent will be null and void. Crescent Advisors Limited (trading as Kenneth AI) may assign or transfer these Terms freely to an affiliate or in connection with a merger, acquisition, corporate reorganisation, or sale of all or substantially all of its assets. These Terms shall bind and enure to the benefit of the parties, their successors, and permitted assigns.

16.5. Relationship of the Parties: The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between you and Crescent Advisors Limited (trading as Kenneth AI). Neither party has the authority to bind the other or incur obligations on the other’s behalf without prior written consent.

16.6. Third-Party Beneficiaries: Except for affiliates of Crescent Advisors Limited (trading as Kenneth AI) (if any) that we designate, there are no third-party beneficiaries to these Terms. The Contracts (Rights of Third Parties) Act 1999 (UK) shall not apply to these Terms, meaning no third party (other than as stated) can enforce any part of these Terms.

16.7. Force Majeure: Crescent Advisors Limited (trading as Kenneth AI) will not be liable for any failure or delay in performance of its obligations (except payment obligations) if such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil disturbance, strikes or labour disputes, power or network outages, supply chain disruptions, or governmental actions. In such event, we will use reasonable efforts to mitigate the impact and resume performance as soon as feasible.

16.8. Notices: Crescent Advisors Limited (trading as Kenneth AI) may send you notices under these Terms (including notices of changes to terms or other matters) by email to the address associated with your account, by post to the address you provided, or by postings within the Service. You may send notices to Crescent Advisors Limited (trading as Kenneth AI) by email at michael@kenneth.team or by post to Crescent Advisors Limited (trading as Kenneth AI) at 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ, FAO: Legal Department. Notices will be deemed given (a) in the case of email, on receipt by the sender of an appropriate confirmation (such as the recipient’s email service or a read receipt), or (b) in the case of post, 5 business days after being sent via an internationally recognised courier or postal service with tracking.

16.9. Headings: Section headings in these Terms are for convenience only and have no legal or contractual effect.

17. Contact Information

If you have any questions, concerns, or feedback about these Terms or the Service, please contact us at:

Crescent Advisors Limited (trading as Kenneth AI)

71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ

Email: michael@kenneth.team