Terms & Conditions / Terms of Service

Effective Date: October 1, 2025

These Terms & Conditions / Terms of Service (“Agreement”) govern access to and use of the software, websites, and related services provided by Stratford Berkshire Group, LLC d/b/a Berkara (“Berkara,” “we,” “us,” or “our”). By creating an account, accessing, or using the Services, the person or entity agreeing to these terms (“Customer”) accepts and agrees to be bound by this Agreement. If you are accepting on behalf of a business, you represent that you have authority to bind that business to this Agreement. The Services are offered solely for business use and are not intended for consumers or individuals under the age of eighteen (18).

Definitions

“Services” means Berkara’s hosted software platform, websites, mobile or desktop applications, documentation, and related features. “Customer Data” means data, content, and information submitted to the Services by or on behalf of Customer. “User” means an individual authorized by Customer to use the Services. “Order” means an online checkout, pricing page selection, or other ordering document specifying the Services and applicable fees. “Subscription Term” means the period identified in an Order during which Customer is authorized to use the Services.

Account, Access, and Acceptable Use

Customer is responsible for the configuration of its account, for maintaining the confidentiality of credentials, and for all activities occurring under its accounts. Customer shall use the Services only in accordance with the documentation and applicable law. Customer shall not and shall not permit any third party to: reverse engineer, decompile, or attempt to derive source code from the Services; interfere with or disrupt the integrity or performance of the Services; access the Services for competitive evaluation or to build a competing product; bypass usage limits; or transmit malicious code, spam, or unlawful content. Berkara may suspend access where continued use presents a security risk, violates this Agreement, or creates undue burden on the Services; Berkara will use reasonable efforts to notify Customer of any suspension and to restore access promptly after the issue is resolved.

Orders, Fees, and Payment

Fees are set forth in the applicable Order and are payable in advance for each Subscription Term unless otherwise stated. Billing is processed through Stripe and Customer authorizes Berkara and Stripe to charge the payment method on file for recurring subscription fees, overages, taxes, and any authorized add-ons. All fees are non-cancelable and non-refundable except as expressly provided in this Agreement or required by law. If any amount is not received when due, Berkara may suspend the Services after reasonable notice. Unless Customer provides a valid tax exemption certificate, Berkara will collect applicable sales, use, VAT, GST, or similar taxes. Price changes will apply upon renewal with notice provided in advance of the renewal date.

Term, Renewal, and Cancellation

This Agreement begins on the date Customer first accepts it and continues for the Subscription Term specified in the Order. Subscriptions renew automatically for successive terms equal to the expiring term unless either party gives notice of non-renewal prior to the end of the then-current term, following the process described in the account billing settings or as otherwise instructed in writing by Berkara. Upon termination or expiration, Customer’s right to access the Services ends, and Berkara will have no obligation to maintain Customer’s account or data except as required by law or as set forth in the “Data Export” section below.

Customer Data; Data Export

As between the parties, Customer retains all rights, title, and interest in and to Customer Data. Customer grants Berkara a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, and display Customer Data as necessary to provide and improve the Services and to prevent or address service, security, or technical issues. During the Subscription Term, Customer may export Customer Data using available export tools. Following termination, Berkara may delete Customer Data in accordance with standard retention schedules unless otherwise required by law. Berkara is not responsible for the accuracy of Customer Data or for third-party consents necessary for Customer’s submission of data to the Services.

Privacy; Data Protection; Processing Roles

Customer’s use of the Services is subject to Berkara’s Privacy Policy, which is incorporated by reference. For Customer Data that includes personal information, Customer is the data “controller” (or equivalent term under applicable law) and Berkara acts as a data “processor.” Berkara will process personal information solely to provide the Services and in accordance with Customer’s documented instructions. Where required by law, the parties agree to execute a data processing addendum containing Standard Contractual Clauses or other approved transfer mechanisms. Berkara employs administrative, technical, and physical safeguards designed to protect personal information; no method of transmission or storage is completely secure.

Intellectual Property

Berkara and its licensors retain all rights, title, and interest in and to the Services, including software, designs, know-how, and all related intellectual property. No rights are granted to Customer other than as expressly stated in this Agreement. Customer may provide feedback or suggestions regarding the Services; Berkara may use such feedback without restriction and without obligation to Customer.

Third-Party Services

The Services may interoperate with or provide links to third-party products or services, including without limitation payment processing by Stripe and analytics by Google. Third-party services are governed by their own terms and privacy practices, and Berkara is not responsible for third-party services or for any disclosure, modification, or deletion of Customer Data by such third parties.

Service Changes; Beta Features

Berkara may enhance, modify, or discontinue features of the Services from time to time. Berkara will not materially reduce the core functionality of a paid plan during a Subscription Term without providing functionally comparable alternatives. Access to beta, preview, or evaluation features is optional and provided “as is,” may be discontinued at any time, and is excluded from any service-level commitment.

Warranties and Disclaimers

Berkara will provide the Services in a professional and workmanlike manner consistent with industry standards. Except as expressly stated, the Services and all related materials are provided “as is” and “as available,” without warranties of any kind, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Berkara does not warrant that the Services will be uninterrupted or error-free, or that the Services will meet Customer’s requirements or achieve any particular result.

Limitation of Liability

To the maximum extent permitted by law, in no event will Berkara be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenues, goodwill, data, or use, even if advised of the possibility of such damages. Berkara’s aggregate liability arising out of or related to this Agreement will not exceed the amounts actually paid by Customer to Berkara for the Services giving rise to the claim during the twelve (12) months immediately preceding the event giving rise to liability. These limitations apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise, and even if a limited remedy fails of its essential purpose.

Indemnification

Customer will defend, indemnify, and hold harmless Berkara and its officers, directors, employees, and agents from and against all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to Customer’s use of the Services, Customer Data, or breach of this Agreement. Berkara will promptly notify Customer of any claim and will reasonably cooperate at Customer’s expense.

Confidentiality

Each party may receive non-public information from the other that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure. The receiving party will use the same degree of care it uses to protect its own similar information, and at least a reasonable degree of care, to protect the disclosing party’s confidential information and will use it only to perform under this Agreement.

Compliance; Export; Sanctions

Customer represents that it will use the Services in compliance with applicable laws, including data protection, anti-spam, and export control laws. Customer is not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive U.S. sanctions and is not a prohibited party under applicable sanctions laws.

Governing Law; Venue; Injunctive Relief

This Agreement is governed by and construed in accordance with the laws of the State of Colorado, without regard to conflict-of-law principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Colorado for any dispute arising from or relating to this Agreement. Either party may seek injunctive or other equitable relief to protect its confidential information or intellectual property.

Notices; Contact

Notices under this Agreement will be in writing and deemed given when sent to the contact email associated with Customer’s account or to support@berkara.com. Berkara’s principal place of business is in Colorado, United States.

Changes to Terms

Berkara may update these Terms to reflect changes in the Services or applicable law. The updated Terms will be posted with a revised Effective Date. Continued use of the Services after the Effective Date constitutes acceptance of the updated Terms. If a material change adversely affects Customer’s rights, Customer may terminate the Services prior to the effective date of the change and receive a pro-rated refund of pre-paid, unused fees for the affected portion of the current Subscription Term.

Entire Agreement; Order of Precedence

This Agreement, together with the Order and the Privacy Policy (and any Data Processing Addendum executed by the parties), constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior or contemporaneous understandings. If there is a conflict, the following order of precedence applies: (1) an executed Order, (2) a Data Processing Addendum, (3) these Terms, and (4) the Privacy Policy.

Severability; Assignment; Force Majeure

If any provision of this Agreement is held unenforceable, it will be enforced to the maximum extent permissible and the remaining provisions will remain in full force. Customer may not assign this Agreement without Berkara’s prior written consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee agrees in writing to be bound by this Agreement. Neither party is liable for any delay or failure to perform due to events beyond its reasonable control.

By creating an account, accessing, or using the Services, Customer acknowledges that it has read and agrees to be bound by this Agreement. Questions regarding these Terms should be directed to support@berkara.com.