Copyright © Kaloop 2025 All Right Reserved
Effective Date: November 24, 2025
These Terms and Conditions (“Agreement”) constitute a legally binding agreement between you (the “Customer,” “you,” or “your”) and Kaloop Solutions, LLC (“Kaloop,” “we,” “us,” or “our”), governing your access to and use of the Kaloop platform, software, services, and marketplace (collectively, the “Platform” or “Services”).
By accessing or using the Platform, creating an account, or clicking “I Agree,” you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree to these terms, you must immediately cease all use of the Platform.
If you are entering into this Agreement on behalf of a homeowners association, condominium association, or other legal entity (“Association”), you represent and warrant that you have the authority to bind such entity to this Agreement.
The Services provided by Kaloop include advisory functions and professional guidance related to association management. Kaloop does not guarantee specific outcomes or results from use of the Platform. All decisions regarding association operations, compliance, and management remain the sole responsibility of the Association’s board of directors.
IMPORTANT: The Platform utilizes artificial intelligence technology, which may produce errors, inaccuracies, or incomplete information. AI-generated content is provided for informational purposes only and should not be relied upon as definitive or error-free.
AI suggestions, recommendations, and outputs are informational only and do NOT constitute legal advice, financial advice, or professional counsel. Customers must consult with qualified attorneys, accountants, or other professionals for specific legal or financial guidance.
All AI-generated tasks, recommendations, and outputs require human oversight and verification. Association boards and authorized users must review and verify all final decisions before implementation. By using AI Features, you acknowledge that:
Kaloop utilizes third-party AI services, including OpenAI API, to power certain features of the Platform. Your use of AI Features is subject to the terms and privacy policies of these third-party providers. Kaloop is not responsible for the performance, accuracy, or availability of third-party AI services.
You must provide accurate, current, and complete information during registration and maintain the accuracy of such information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
You agree to use the Platform only for lawful purposes and in accordance with this Agreement. You shall not:
You are responsible for the accuracy and legality of all data, documents, and information you upload to or store on the Platform. Kaloop assists with tracking and organization but is not responsible for verifying the accuracy of Customer-provided information.
All fees are due upon invoice. Payment processing is handled through third-party payment processors, including Stripe. You authorize Kaloop to charge your designated payment method for all applicable fees.
All fees are non-refundable. Services are rendered in real-time and are considered earned when paid for. Kaloop does not provide refunds for any reason, including early termination or dissatisfaction with Services.
Fees are not prorated. If you cancel your subscription or terminate this Agreement, you will not receive a refund or credit for any unused portion of the billing period.
Kaloop reserves the right to suspend or terminate your access to the Platform for non-payment. Any outstanding fees remain due and payable even after suspension or termination.
All Marketplace CAMs are independent contractors and are not employees, agents, or representatives of Kaloop. Kaloop does not control the day-to-day operations, methods, or practices of Marketplace CAMs.
Kaloop does not act as a licensed CAM unless the Customer engages a Kaloop Employee CAM. All Marketplace CAMs maintain their own professional licenses as required by applicable law. Kaloop verifies that all Marketplace CAMs hold valid licenses but is not responsible for their ongoing compliance or professional conduct.
The Platform facilitates connections between Associations and vendors through an RFP system. Kaloop conducts background checks on vendors through third-party services but does not guarantee vendor performance, quality of work, or compliance with applicable laws and regulations.
KALOOP IS NOT LIABLE FOR THE ACTS, OMISSIONS, ERRORS, OR NEGLIGENCE OF MARKETPLACE CAMS, VENDORS, OR ANY OTHER THIRD PARTIES ACCESSED THROUGH THE PLATFORM. Any disputes between Customers and Marketplace CAMs or vendors must be resolved directly between the parties.
While Kaloop conducts background checks on vendors using third-party services, these checks are provided as a convenience and do not constitute an endorsement or guarantee of any vendor’s reliability, integrity, or quality of service. Customers are responsible for conducting their own due diligence.
Payment processing is handled by Stripe and other third-party payment processors. By using the Platform, you agree to the terms and privacy policies of these processors. Kaloop does not store complete credit card information.
Kaloop uses OpenAI API and other third-party AI services to process data and provide AI Features. Your data may be transmitted to and processed by these third-party services in accordance with their respective privacy policies. Kaloop implements reasonable safeguards but cannot guarantee absolute security of data processed by third parties.
Upon termination or cancellation of your account, Kaloop retains the right to keep aggregated and anonymized data indefinitely for analytical, business, and legal purposes. Non-aggregated Customer data may be retained as required by law or for legitimate business purposes.
Kaloop implements commercially reasonable security measures to protect Customer data. However, no system is completely secure. You acknowledge that you provide data at your own risk and that Kaloop cannot guarantee absolute security.
The Platform, including all software, algorithms, AI workflows, design, content, trademarks, and proprietary technology, is the exclusive property of Kaloop and is protected by copyright, trademark, and other intellectual property laws.
Any unauthorized use of Kaloop’s intellectual property, including but not limited to copying documents, reverse-engineering AI workflows, or scraping association data, constitutes a material breach of this Agreement and may subject you to legal action. BY ENGAGING IN SUCH PROHIBITED CONDUCT, YOU ACKNOWLEDGE YOUR GUILT AND CONSENT TO KALOOP’S RIGHT TO PURSUE ALL AVAILABLE LEGAL REMEDIES, INCLUDING INJUNCTIVE RELIEF AND DAMAGES.
Kaloop reserves the right to prosecute violations of intellectual property rights to the fullest extent permitted by law.
You retain ownership of all data and content you upload to the Platform. By uploading content, you grant Kaloop a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display such content solely for the purpose of providing the Services and improving the Platform.
THE PLATFORM AND ALL SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, KALOOP’S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR USE OF THE PLATFORM, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO KALOOP IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
IN NO EVENT SHALL KALOOP BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITIES, EVEN IF KALOOP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Kaloop is not liable for the actions, omissions, or performance of Marketplace CAMs, vendors, or any other third parties accessed through the Platform. All third-party services are provided “as is” without warranty.
You agree to indemnify, defend, and hold harmless Kaloop, its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
(a) your use of the Platform;
(b) your violation of this Agreement;
(c) your violation of any law or regulation;
(d) your violation of the rights of any third party; or
(e) any content or data you submit to the Platform.
Any dispute, controversy, or claim arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by binding arbitration in Sarasota County, Florida, before a single arbitrator.
The arbitration shall be administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitrator’s award shall be final and binding, and judgment on the award may be entered in any court having jurisdiction.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law principles. Any legal action not subject to arbitration shall be brought exclusively in the state or federal courts located in Sarasota County, Florida, and you hereby consent to the personal jurisdiction and venue of such courts.
YOU AND KALOOP AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
You may terminate this Agreement at any time by providing written notice to Kaloop and ceasing all use of the Platform. Termination does not relieve you of any obligation to pay outstanding fees, and no refunds will be provided.
Kaloop reserves the right to remove abusive users, suspend CAMs or vendors, and terminate accounts for non-payment or other violations without prior notice and without liability.
Kaloop does not act as a licensed community association manager (CAM) unless the Customer engages a Kaloop Employee CAM who holds the appropriate Florida CAM license. When using Marketplace CAMs, those individuals are independent contractors who maintain their own professional licenses.
All Marketplace CAMs are independent contractors and are not employees of Kaloop. Kaloop is not responsible for the professional conduct, licensing compliance, or performance of Marketplace CAMs.
Customers using the Platform for association management in Florida are responsible for ensuring compliance with all applicable Florida statutes, including Chapter 718 (Condominiums), Chapter 719 (Cooperatives), Chapter 720 (Homeowners Associations), and Chapter 468 (CAM Licensing). Kaloop provides tools to assist with compliance but does not guarantee statutory compliance.
Kaloop reserves the right to modify this Agreement at any time. Changes will be effective upon posting to the Platform or upon notification to you via email. Your continued use of the Platform after such changes constitutes acceptance of the modified terms. If you do not agree to the modified terms, you must immediately cease using the Platform.
This Agreement constitutes the entire agreement between you and Kaloop regarding the subject matter hereof and supersedes all prior or contemporaneous understandings and agreements, whether written or oral.
If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid or unenforceable provision shall be replaced with a valid provision that most closely reflects the intent of the original provision.
No waiver of any term or condition of this Agreement shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Kaloop’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
You may not assign or transfer this Agreement or any rights or obligations hereunder without Kaloop’s prior written consent. Kaloop may assign this Agreement without restriction. Any attempted assignment in violation of this provision is void.
Kaloop shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.
All legal notices under this Agreement must be in writing and sent to:
Kaloop Solutions, LLC
PO Box 48710
Sarasota, FL 34230
Notices to you may be sent to the email address associated with your account and shall be deemed delivered upon sending.
This Agreement is for the sole benefit of the parties hereto and their permitted successors and assigns and nothing herein shall give or be construed to give any person or entity, other than the parties hereto and such successors and assigns, any legal or equitable right, remedy, or claim hereunder.
You consent to the use of electronic signatures and agree that your electronic acceptance of this Agreement (by clicking “I Agree,” creating an account, or using the Platform) has the same legal effect as a handwritten signature.
If you have questions about this Agreement or the Services, please contact:
Kaloop Solutions, LLC
PO Box 48710
Sarasota, FL 34230
Email: support@kaloop.com
Website: www.kaloop.com
By Clicking “I Agree,” Creating An Account, Or Using The Kaloop Platform, You Acknowledge That You Have Read, Understood, And Agree To Be Bound By These Terms And Conditions.