Terms of service

Last updated: December 20th, 2025

1. ACCEPTANCE OF TERMS.

1.1 Terms of Service. These Terms of Service (these “Terms of Service”) govern your access and use of the Company website available at https://app.reys.ai (together with any successor websites and subdomains, the “Site”) and Company’s proprietary software platform designed to assist with the review of investment documents and related materials, as made available on the Site (collectively, the “Service”), which is provided by or on behalf of Kythera Technologies, Inc. (the “Company”, “we” or “us”). By accepting these Terms of Service, or by accessing, or otherwise using the Service, Customer acknowledges that Customer has read, understand, and agree to be bound by these Terms of Service.

1.2 For purposes of these Terms of Service, “you” or “Customer” refers to you as the user of the Service. If the individual accepting these Terms of Service is acting on behalf of an entity, such individual represents and warrants that they have the right, power and authority to act on behalf of and bind such entity.

1.3 Changes to these Terms of Service. We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will update the “Last Revised” date at the top of the page of these Terms of Service. Customer can review the most current version of these Terms of Service at any time at https://app.reys.ai. Customer’s continued use of the Service after the date any such changes become effective constitutes Customer’s acceptance of the new Terms of Service. If any change to these Terms of Service is not acceptable to Customer, Customer must cease all access or use of the Service.

2. SERVICE ACCESS; RESTRICTIONS

2.1 Access to the Service. Subject to the terms of these Terms of Service, the Company hereby grants Customer a non-exclusive right to access and use the Service solely for Customer’s internal business purposes during the Subscription Term.

2.2 Usage Restrictions. Customer will not, and will not permit its Authorized Users (as defined below) or any third party to: (a) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, or underlying structure, ideas, know-how or algorithms relevant to the Service (except to the extent such restrictions are contrary to applicable law); (b) modify, translate, copy, or create derivative works based on the Service; (c) use the Service for timesharing or service bureau purposes or otherwise for the benefit of a third party (other than Authorized Users); (d) use the Service to create or develop a competitive product or service; (e) attempt to gain unauthorized access to the Service or make the Service available to anyone other than its Authorized Users; (f) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs through the Service; (g) interfere with or disrupt the integrity or performance of the Service; (h) circumvent, remove, alter or thwart any technological measure or content protections of the Service; (i) use any spider, crawler, scraper or other automatic device, process or software that intercepts, mines, scrapes, extracts or otherwise accesses the Service to monitor, extract, copy or collect information or data from or through the Service; (j) use the Service in violation of applicable law (including applicable export controls laws), or (k) otherwise use the Service except as expressly permitted herein.

2.3 Authorized Users. As part of the registration process, Customer will identify an administrative user name and password for Customer’s account. Customer may use the administrative user name and password to create accounts for additional users (each, an “Authorized User”). Authorized Users are not permitted to share their accounts with any other person or entity. Customer agrees that it is responsible for ensuring that it and its Authorized Users maintain the confidentiality of their account information and its Authorized Users comply with these Terms of Service. Customer acknowledges that it is solely responsible for any liabilities arising from (a) an Authorized User’s non-compliance with these Terms of Service and (b) any activity that occurs through an Authorized User’s account. Although the Company has no obligation to monitor Customer’s use of the Service, the Company may do so and may prohibit any use of the Service it believes may be in violation of these Terms of Service.

2.4 Modifications. The Company may modify, amend, alter, supplement or replace the Service from time to time, in whole or in part, without any notice to Customer; provided that the Company will use reasonable efforts to provide Customer written notice if the Company believes that any modification, amendment, alteration, supplement or replacement will cause a material adverse effect on Customer’s access or use of the Service. Customer agrees that its entry into these Terms of Service is not contingent on the Company developing, delivering or otherwise making available any future functionality or features of the Service, or dependent on any oral or written public comments made by the Company regarding future functionality or features of the Service.

2.5 Third Party Services. The Service contains certain features and functionalities that integrate and/or interoperate with certain third party products, services or applications (the “Third Party Services”). All use of Third Party Services are subject to the applicable terms of the provider of such Third Party Service. The Company is not responsible for any Third Party Service, including for the availability or reliability of a Third Party Service, or the accuracy or completeness of information shared by or available through such Third Party Service, or the privacy practices of the provider of such Third Party Service.

2.6 Beta Services. From time to time, the Company may make certain features or functionalities available to Customer that are identified as “beta”, “pilot”, “limited release” or other similar designation (the “Beta Offerings”). Customer may choose to try such Beta Offerings or not in its sole discretion. Notwithstanding anything to the contrary in these Terms of Service, Customer’s access and use of the Beta Offerings shall be on “AS IS” basis without warranty of any kind and the Company shall not have any liability of any kind with respect to Customer’s access and use of a Beta Offering.

2.7 AI Features. Customer acknowledges and agrees that the Service utilizes various artificial intelligence (“AI”) tools that allow Customer to submit text, information, files (e.g. Excel, Word, PDF) and other documentation (collectively, “Input”) to generate information, recommendations, suggestions or other output (collectively, “Output”). Customer acknowledges that there are numerous limitations that apply with respect to Output generated by AI Tools due to the fact that it is automatically generated, including that it may contain errors or misleading information or be incomplete. All Output is intended to support, and not replace, Customer’s professional judgment. Customer remains responsible for determining whether and how to use Output in its business operations and Customer agrees that it is responsible for any reliance on the accuracy, completeness, or usefulness of any Output.

3. Data

3.1 Customer Data. Customer is responsible for (a) the accuracy, quality and legality of all data, content, information, and other materials uploaded, posted or otherwise provided to or through the Service by Customer and its Authorized Users (the “Customer Data”), and (b) the means by which Customer acquired Customer Data. Customer represents and warrants that Customer has obtained all necessary and appropriate consents, approvals and rights to collect, process, use, store, enhance and disclose the Customer Data and allow the Company to use, store, disclose and otherwise process such Customer Data as contemplated by these Terms of Service. Customer hereby grants the Company a non exclusive, royalty-free, fully-paid worldwide license (with the right to sublicense to the Company’s subcontractors performing services for the Company and to third party service providers used by the Company in providing the Service) to access, use, reproduce and create derivative works of all Customer Data to provide, support and improve the Service. Further to the foregoing, Customer acknowledges that a fundamental component of the Service is the use of machine learning for the purpose of improving and providing the Service. Accordingly, Customer agrees that the Company is hereby granted the right to retain and use (during and after the Subscription Term) Customer Data in aggregated, de-identified form to train its artificial intelligence and machine learning models and algorithms and to permit its third party service providers to do the same.

3.2 Usage Data. The Company shall have the right to collect and analyze data and other information relating to Customer’s use and access of the Service (“Usage Data”) and the Company will be free (during and after the Term) to use such Usage Data for any lawful purpose, provided that any disclosure of Usage Data shall be solely in aggregate or other de-identified form.

3.3 Data Security. The Company employs a number of commercially reasonable technical, organizational and physical safeguards designed to protect Customer Data from accidental loss or destruction, unauthorized disclosure, alteration, destruction or damage. These administrative, technical and physical safeguards include, but are not limited to: (a) industry standard encryption for Customer Data in transit and at rest; (b) access controls, implemented adhering to the principle of “least privilege”, designed to prevent Customer Data from being read, copied, modified, or deleted without authorization; (c) network security employing a defense-in-depth approach that utilizes commercially available equipment and industry standard techniques; and (d) secure data destruction procedures. The Company shall promptly (a) report any confirmed breach of the Company’s security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Customer Data (“Security Incident”) to Customer without undue delay after the Company discovers a Security Incident has occurred, and (b) take appropriate measures to address the Security Incident, including measures to mitigate any adverse effects resulting from the Security Incident. The Company shall keep the Customer informed regularly of the progress of its investigation.

4. PROPRIETARY RIGHTS

4.1 Company Rights. The Company shall own and retain all right, title and interest in and to (a) the Service, and all improvements, enhancements or modifications thereto, (b) all results and work product developed in the performance of support services, and (c) and all intellectual property rights related to any of the foregoing. All rights to the Service not expressly granted under these Terms of Service are reserved by the Company.

4.2 Feedback. Customer acknowledges that all suggestions for corrections, changes, additions or modifications to the Service or any features or functionalities thereof, and any other feedback provided by Customer (collectively, “Feedback”) are the exclusive property of the Company and Customer hereby assigns all rights in and to any Feedback to the Company.

4.3 Customer Rights. As between the parties, subject to the Company’s rights to use the Customer Data as granted by Customer above, Customer owns all right, title and interest in and to the Customer Data.

5. PAYMENT OF FEES

5.1 Fees. Customer shall pay the fees specified on the Site for the subscription purchased by Customer, and other applicable fees that may be due hereunder (the “Fees”). Once per calendar year, and with at least 60 days advance written notice, the Company may increase any Fees.

5.2 Payment. Customer will be required to provide the Company (or its payment processor) with information regarding its credit card or other payment instrument. Customer represents and warrants that such information is true and that it is authorized to use the payment instrument. Customer will promptly update its account information with any changes that may occur. Customer hereby authorizes the Company (or its payment processor) to bill its payment instrument for all amounts due to the Company. If the Company cannot do so for any reason, Customer remains responsible for any uncollected amounts, and the Company reserves the right to invoice Customer, which invoices are due within fifteen (15) days after Customer’s receipt thereof. Customer will promptly notify the Company of any changes to Customer’s payment method on file. Customer will reimburse the Company for all reasonable costs and expenses incurred (including reasonable attorneys’ fees) in collecting any late payments or interest. The Company reserves the right to suspend Customer’s use of the Service in the event of payment delinquency or failure to abide by the third party payment processor’s terms of service.

5.3 Payment Processing. Notwithstanding any amounts owed to Company hereunder, COMPANY DOES NOT PROCESS PAYMENT FOR THE SERVICE. To facilitate payment for the Service via bank account, credit card, or debit card, the Company uses Stripe, Inc. and its affiliates (“Stripe”), a third-party payment processor. These payment processing services are provided by Stripe and are subject to the Stripe terms and conditions and other policies available at https://stripe.com/legal and Stripe’s Global Privacy Policy available at: https://stripe.com/privacy (collectively, the “Stripe Agreements”). Customer hereby agrees to be bound by the Stripe Agreements, as the same may be modified by Stripe from time to time. Stripe, not the Company, is responsible for all payments made through the Stripe services.

5.4 Taxes. Customer is responsible for all sales, use, ad valorem and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, multinational or local governmental regulatory authority on any amount payable by Customer to the Company hereunder, other than any taxes imposed on the Company’s income.

6. CONFIDENTIALITY

6.1 Confidential Information. Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose Confidential Information. Confidential Information of the Company includes non-public information regarding features, functionality and performance of the Service. The Receiving Party agrees: (a) to use at least the same care and precaution in protecting the Disclosing Party’s Confidential Information as the Receiving Party uses to protect its own proprietary information and trade secrets, but in no event less than a reasonable degree of care and (b) not to use or disclose to any third person any of Disclosing Party’s Confidential Information except for the Receiving Party’s employees, contractors, attorneys, advisors and potential investors who are bound by written agreement to keep such information confidential.

6.2 Exceptions. The Disclosing Party agrees that the foregoing Section 6.1 shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, (b) was in its possession or known by it prior to receipt from the Disclosing Party, (c) was rightfully disclosed to it without restriction by a third party or (d) was independently developed without use of any Proprietary Information of the Disclosing Party.

6.3 Disclosure by Law. Notwithstanding this Section 6, the Receiving Party may disclose the Confidential Information of the Disclosing Party in the event that the Receiving Party receives a subpoena or other government process that purports to require the production of Confidential Information of the Disclosing Party for use in an action or proceeding, provided that the Receiving Party shall (a) promptly inform the entity issuing such subpoena or other government process of the existence of these Terms of Service, (b) promptly inform the Disclosing Party of the receipt of such subpoena or other government process and (c) not oppose any effort by the Disclosing Party to quash or limit any such subpoena or other government process. In the event the Disclosing Party fails to intervene to quash or limit such subpoena or other government process after being given notice and a reasonable opportunity to do so or such intervention fails or is denied by a court of competent jurisdiction, such Confidential Information may be produced; provided, that such Confidential Information shall not lose its confidential status through such use and the Receiving Party shall take all reasonable and necessary steps to maintain the confidentiality of such Confidential Information during such use.

6.4 Return of Confidential Information. Upon the request of either party, copies and embodiments of such party’s Confidential Information shall be promptly returned to such party by the Receiving Party or destroyed by the Receiving Party, and the Receiving Party agrees to certify such destruction in writing.

7. TERM AND TERMINATION

7.1 Term. Subject to earlier termination as provided below, these Terms of Service will be effective on the Effective Date and continue for the initial term of a subscription elected by you (the “Initial Term”), and shall be automatically renewed for additional periods of the same duration as the Initial Term (collectively, the “Subscription Term”), unless either party provides the other with written notice of non renewal at least thirty (30) days prior to the end of the then-current Subscription Term.

7.2 Termination for Breach. The Company may terminate the Subscription Term and Customer’s access of the Service upon written notice if Customer materially breaches any of the terms or conditions of these Terms of Service and fails to cure such breach within thirty (30) days of notice thereof.

7.3 Effects of Termination. No termination shall affect any rights or liabilities of a party that accrued prior to the date of termination, including any Fees accrued or payable to the Company prior to the effective date of termination.

7.4 Survival. The provisions of Sections 1, 3.1, 4, 5, 6, 7.4, 7.5, 8, 9, 10, 11, and 12 shall survive any termination of these Terms of Service.

8. REPRESENTATIONS AND WARRANTIES; DISCLAIMER

8.1 By Both Parties. Each party represents and warrants to the other party that: (a) it is duly organized, validly existing, and in good standing under the laws of the state of its formation or incorporation and has full right and power to accept and enter into these Terms of Service and to perform fully all of its obligations hereunder; and (b) it is not party to any other agreements, written or oral, with any third party in conflict herewith.

8.2 By the Company. The Company represents and warrants that the Service will operate in conformity with any specifications set forth in writing by the Company in all material respects. In the event of a breach of the warranty in this Section 8.2, Customer shall notify the Company in writing of the alleged issue, providing details of the problems, and upon confirmation of the issue by the Company, the Company will use commercially reasonable efforts to promptly correct any identified problem or provide work-arounds that address the identified issue to enable the Service to perform in accordance with this limited warranty. If the Company is unable to correct any identified problem, the Company shall notify Customer and Customer have the right to terminate its Subscription Term upon thirty (30) days’ written notice to the Company and the Company will refund Customer any pre-paid amounts for periods that have not yet occurred on the date of termination. The foregoing shall be the Company’s sole obligation and exclusive liability, and Customer’s sole and exclusive remedy, for any breach of the warranty in this Section 8.2. This Section 8.2 shall not apply to Customer’s use of any Beta Offering or during the pilot.

8.3 DISCLAIMER. EXCEPT FOR THE WARRANTIES EXPLICITLY SET FORTH IN THIS SECTION 8, THE SERVICE, AND ALL OTHER SERVICES, DATA AND INFORMATION PROVIDED BY THE COMPANY ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICE OR THAT THE QUALITY OF THE SERVICE, OR ANY OTHER SERVICES, DATA, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH USE OF THE SERVICE, WILL MEET CUSTOMER’S EXPECTATIONS.

9. INDEMNIFICATION

9.1 By the Company. The Company will (a) defend harmless Customer from any claim, suit or proceeding (“Claim”) brought against Customer by a third party alleging that the Service infringes any intellectual property right of such third party and (b) indemnify and hold Customer harmless from any damages, losses, expenses, costs or liabilities finally awarded against Customer by a court of competent jurisdiction as a result of such Claim. Notwithstanding the foregoing, the Company will have no obligation under this Section 9.1 or otherwise with respect to any Claim to the extent based upon (i) any unauthorized use, reproduction, or distribution of the Service or any breach of these Terms of Service by Customer, (ii) any combination of the Service with other products, equipment, software or data not supplied by the Company, (iii) any modification of the Service by any person other than the Company or its authorized agents or contractors, or (iv) any activity after the Company has provided Customer with a work around or modification that would have avoided such issue without materially adversely affecting the functionality or availability of the Service (items (i) through (iv), the “Excluded Activities”). If the Company reasonably believes that all or any portion of the Service, or the use thereof, is likely to become the subject of any infringement Claim, the Company may procure, at the Company’s expense, for Customer the right to continue using the Service in accordance with the terms hereof, replace or modify the allegedly infringing Service to make it non-infringing, or, in the event the preceding is infeasible or not commercially practicable, the Company may, in its sole discretion, terminate the Subscription Term upon written notice to Customer and the Company will refund Customer any pre-paid amounts for periods that have not yet occurred on the date of termination. This Section 9.1 shall be Customer’s sole and exclusive remedy, and the Company’s sole and exclusive liability, with respect to any infringement claims relating to Customer’s use of the Service. This Section 9.1 will not apply to any Beta Offering, Third Party Service, Output, or use of the Service during a pilot period.

9.2 By Customer. Customer will indemnify, defend and hold harmless the Company from any damages, losses, expenses, costs or liabilities incurred by the Company in connection with any Claim brought against the Company by a third party arising from or related to (a) an Excluded Activity, and (b) Customer’s use of the Service other than a Claim subject to indemnification by the Company under Section 9.1.

9.3 Indemnification Procedures. A party seeking indemnification under this Section 9 will provide the indemnifying party with prompt written notice of the relevant Claim (provided that the failure to provide prompt notice will only relieve the indemnifying party of its obligations to the extent it is materially prejudiced by such failure) and permit the indemnifying party to control the defense of such Claim. The indemnified party may employ counsel at its own expense to assist it with respect to such Claim; provided, however, that if such counsel is necessary because the indemnifying party does not assume control, the indemnifying party will be responsible for the expense of such counsel. The party controlling the defense of a Claim shall keep the other party advised of the status of such Claim and the defense thereof. Neither party shall have the authority to settle a claim on behalf of the other party.

10. LIMITATION OF LIABILITY

TO THE EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR AMOUNTS PAYABLE IN CONNECTION WITH EITHER PARTY’S BREACH OF SECTION 6, AND CUSTOMER’S BREACH OF SECTION 2.4, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR ANY PARTY CLAIMING THROUGH THE OTHER PARTY FOR (A) ANY INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) ARISING OUT OF THESE TERMS OF SERVICE OR ANY DELAY OR INABILITY TO USE THE SERVICE OR (B) EXCEPT FOR AMOUNTS PAYABLE BY CUSTOMER, ANY DAMAGES IN EXCESS OF THE AGGREGATE FEES PAID OR PAYABLE TO THE COMPANY HEREUNDER IN THE SIX (6) MONTH PERIOD PRIOR TO THE DATE THE CLAIM FIRST AROSE, IN EACH CASE WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

11. MISCELLANEOUS.

11.1 Assignment. Neither party may assign these Terms of Service without the other party’s prior written consent, except that either party may assign these Terms of Service in connection with a merger or sale of all or substantially all of such party’s assets or stock. Any attempted assignment by either party in violation hereof will be null and void. Subject to the foregoing, these Terms of Service will be binding on the parties and their successors and assigns.

11.2 Severability. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Service will otherwise remain in full force and effect and enforceable.

11.3 Entire Agreement. These Terms of Service constitutes the full and entire understanding and agreement of the parties with regard to the subject matter hereof, and supersedes all prior agreements or understandings, written or oral, between the Parties with respect to the subject matter hereof.

11.4 Governing Law; Venue. These Terms of Service and any dispute arising hereunder shall be governed by the laws of the State of California, without regard to the conflicts of law provisions thereof.

11.5 Dispute Resolution. All disputes arising out of or in connection with these Terms of Service shall be settled by arbitration in New York, New York before a neutral single arbitrator, whose decision will be final and binding and the arbitral proceedings will be administered by JAMS under its Comprehensive Arbitration Rules and Procedures then in effect. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The parties undertake to keep confidential all awards in their arbitration, together with all materials in the proceedings created for the purpose of the arbitration and all other documents produced by another party in the proceedings not otherwise in the public domain, save and to the extent that disclosure may be required of a party by legal duty, to protect or pursue a legal right or to enforce or challenge an award in legal proceedings before a court or other judicial authority. Notwithstanding the foregoing, either party hereto shall be entitled to seek injunctive or equitable relief from a court of competent jurisdiction without the necessity of posting bond or proving actual damages.

11.6 Publicity. As part of the Company’s sales and marketing efforts, the Company may publicly identify Customer by name as a customer and may describe the services provided to Customer in general and Customer hereby grants the Company a non-exclusive license to use and reproduce Customer’s name, logos and trademarks as part of the Company’s such sales and marketing efforts.

11.7 Force Majeure. Without limiting anything herein, and except for Customer’s payment obligations, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including, but not limited to, governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, epidemics, pandemics and power failures. For all purposes under these Terms of Service each party shall be and act as an independent contractor and shall not bind nor attempt to bind the other to any contract.

11.8 Notices. Please contact the Company at nik.carpentieri@gmail.com and 1 Thomas Street, Springfield NJ, 07081 to report any violations of these Terms of Service or to pose any questions regarding these Terms of Service or the Service.