Terms of Service

These Terms of Service ("Terms") are a binding agreement between you and JKHEM Holdings LLC, doing business as Kova ACO ("Kova," "we," "us," or "our"). They govern your access to and use of Kova's websites, portal, automated checkout services, software, support, communications, and related offerings (collectively, the "Services").

By creating an account, clicking an acceptance box or sign-in button presented with these Terms, paying an invoice, or accessing or using any Service, you acknowledge that you have read and agree to these Terms and our Privacy Policy. If you do not agree, do not use the Services. If you use the Services for a company or another person, you represent that you have authority to bind them, and "you" includes them.

You must be at least 18 years old, legally capable of entering a binding contract, and not prohibited from using the Services under applicable law. You represent that all registration and billing information is accurate and that neither you nor your activities are subject to sanctions or trade restrictions that would prohibit the Services. We may require proof of identity, age, authority, ownership, or payment at any time.

Kova provides tools and services for configuring checkout profiles, retailer accounts, mailbox connections, and automated or operator-assisted checkout activity. Features, supported retailers, purchase limits, and access levels may differ by user and may change at any time.

You authorize Kova and its personnel, contractors, and systems to use, decrypt, transmit, and export the profile information, retailer credentials, mailbox credentials, and payment information you provide as reasonably necessary to perform your requested Services. This limited authorization does not make Kova your fiduciary, financial adviser, reseller, or agent for any purpose beyond transmitting and carrying out your specific instructions.

A Discord account in good standing is generally required. You are responsible for your account, credentials, devices, activity, and anyone who uses them. You must use unique, secure credentials; maintain control of your Discord, retailer, mailbox, and payment accounts; promptly update information; and immediately notify us of suspected compromise or unauthorized use. You may not sell, transfer, sublicense, or share access to a Kova account without our written consent. We may treat instructions received through your authenticated account as authorized by you.

You represent and warrant that you own or are expressly authorized to use every retailer account, mailbox, address, identity, payment method, and credential submitted to Kova, and that Kova's use of them as instructed will not violate law, contract, or another person's rights. You are responsible for obtaining any consent required from cardholders, account owners, address residents, or other individuals whose information you provide.

Kova may reject, remove, or require reverification of any profile, credential, payment method, or instruction. You are responsible for monitoring expiration dates, account access, available funds, credit limits, retailer restrictions, and the accuracy of all information. Kova is not liable for loss caused by inaccurate, expired, unauthorized, inaccessible, or compromised credentials or payment methods.

The applicable retailer—not Kova—is the seller and merchant of record for retail goods. Kova is not affiliated with, endorsed by, or sponsored by any supported retailer unless expressly stated. Retailer names and marks belong to their owners and are used only to identify compatibility.

You authorize the submission of purchase attempts and charges consistent with the profile, product, quantity, price range, shipping method, and other instructions you provide. You are solely responsible for reviewing instructions and for all resulting item prices, taxes, shipping charges, duties, retailer fees, overdrafts, credit usage, purchase limits, order obligations, returns, warranties, and disputes. Retailer terms, policies, inventory decisions, and return rules apply directly to you.

A checkout attempt is not a promise of inventory, order acceptance, delivery, condition, authenticity, resale value, profit, or any particular result. Retailers may reject, cancel, delay, limit, or reverse orders; change prices or inventory; or restrict or close accounts. To the fullest extent permitted by law, Kova is not responsible for those actions or their consequences.

You agree to pay all fees and invoices presented for Services you requested or used, together with applicable taxes, by the stated due date. Stripe processes Kova invoice payments under Stripe's own terms. Unless an invoice or signed order states otherwise, invoices are one-time and do not create a recurring subscription.

Except where prohibited by law or expressly stated in writing, fees are non-refundable, non-cancelable once the applicable Service has begun, and not contingent on a successful retail purchase or resale outcome. Past-due amounts may accrue interest at the lesser of 1.5% per month or the maximum lawful rate. You are responsible for reasonable collection costs, including attorneys' fees, where permitted by law. We may suspend Services for overdue or reversed payments.

You must notify us of a good-faith billing dispute within 30 days after the invoice or charge, provide supporting detail, and cooperate in resolving it before initiating a chargeback, except where law gives you a non-waivable right to proceed otherwise. Fraudulent or abusive chargebacks are a material breach of these Terms.

You may use the Services only lawfully and as authorized by these Terms. You may not:

• violate any law, retailer term, purchase limit, sanctions rule, export control, or third-party right;
• use an account, identity, address, mailbox, credential, or payment method without authorization, or engage in fraud, deception, identity theft, money laundering, or payment abuse;
• use Kova to bypass or defeat a CAPTCHA, purchase queue, access control, rate limit, security measure, or retailer restriction;
• purchase prohibited, stolen, regulated, recalled, or unlawful goods, or goods for an unlawful purpose;
• probe, scan, attack, disrupt, overload, reverse engineer, scrape, copy, frame, or attempt unauthorized access to the Services or related systems, except to the extent a restriction is prohibited by law;
• introduce malware, automate access through an unapproved interface, evade limits, conceal origin, or interfere with another user;
• resell, lease, sublicense, distribute, or commercially exploit the Services or Kova data without our written permission; or
• misrepresent affiliation with Kova, remove proprietary notices, or use Kova's name or marks without permission.

We may monitor compliance, investigate suspected violations, preserve evidence, and cooperate with retailers, payment providers, rights holders, and authorities.

The Services may link to, depend on, or interoperate with Discord, Stripe, retailers, email providers, hosting providers, and other third parties. Kova does not control and is not responsible for third-party services, content, availability, security, terms, decisions, or conduct. Your use of them is at your own risk and subject to their terms. Changes or outages in a third-party service may impair Kova without liability to us.

Features labeled beta, preview, experimental, or similar are offered for evaluation, may be incomplete or unreliable, and may be modified or discontinued without notice. We may add, remove, limit, suspend, reprice, or discontinue any Service, retailer integration, feature, or access level at any time. We do not guarantee backward compatibility or continued storage of data after termination.

Kova and its licensors own the Services, software, designs, workflows, documentation, content, trade secrets, trademarks, and all related intellectual property. Subject to these Terms, Kova grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to use the Services for your personal or internal business purposes during the term. No other rights are granted, whether by implication, estoppel, or otherwise.

As between you and Kova, you retain your rights in information you submit ("User Data"). You grant Kova and its providers a worldwide, non-exclusive, royalty-free license to host, copy, encrypt, decrypt, process, adapt, transmit, display, and otherwise use User Data as necessary to provide, secure, improve, and support the Services, comply with law, and enforce these Terms. This license lasts for as long as needed for those purposes, subject to our Privacy Policy.

You are responsible for User Data's legality, accuracy, quality, permissions, and backups. If you provide ideas or feedback, you grant Kova a perpetual, irrevocable, worldwide, transferable, sublicensable, royalty-free right to use and commercialize it without restriction or compensation.

Our Privacy Policy describes our data practices. You acknowledge that providing checkout, retailer, payment, and mailbox credentials involves inherent security risk. You must not submit information Kova does not request or that you are not authorized to provide.

We may, with or without notice, investigate, restrict, suspend, or terminate access; reject or cancel instructions; remove data; or take protective measures if we reasonably believe you breached these Terms, created risk or potential liability, failed to pay, engaged in fraud or abuse, caused a third-party complaint, or if action is necessary for security, legal, operational, or business reasons. We are not liable for exercising these rights in good faith.

You may stop using the Services and request account deletion. Termination does not cancel accrued payment obligations, completed or pending third-party transactions, or provisions that by nature should survive, including ownership, payment, disclaimers, limitations, indemnity, disputes, and miscellaneous terms. We may retain information as described in the Privacy Policy and are not responsible for retrieving User Data after termination.

Some jurisdictions do not allow certain disclaimers, so they apply only to the fullest extent permitted by law. Nothing in these Terms excludes a warranty or right that cannot lawfully be excluded.

These limitations allocate risk between you and Kova and are an essential basis of the bargain. They apply even if a remedy fails of its essential purpose, but not to liability that cannot legally be limited.

To the fullest extent permitted by law, you will defend, indemnify, and hold harmless the Kova Parties from all claims, demands, proceedings, investigations, liabilities, judgments, settlements, losses, damages, penalties, fines, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use or misuse of the Services; (b) your User Data, accounts, credentials, payment methods, purchases, resale activity, or instructions; (c) your breach of these Terms or law; (d) fraud, negligence, willful misconduct, or infringement by you; or (e) a dispute between you and a retailer, cardholder, account owner, buyer, or other third party. Kova may control the defense and settlement of an indemnified matter, and you will cooperate. You may not settle a matter imposing liability or obligations on a Kova Party without Kova's written consent.

To the fullest extent permitted by law, you release the Kova Parties from claims and damages arising from disputes between you and a retailer, payment provider, email provider, Discord, another user, seller, buyer, carrier, or other third party. If you are a California resident, you waive California Civil Code § 1542, which generally limits a release of claims that a releasing party does not know or suspect exist at the time of release, and any law with similar effect, to the extent legally permissible.

Before filing a claim, you and Kova must try in good faith to resolve it informally. The claimant must send an individualized written notice to support@kovaaco.com that includes the claimant's legal name, Discord username and associated email, a detailed description of the dispute, supporting facts, and requested relief. A notice from Kova may be sent to your account email. For 30 days after receipt, the parties will confer individually. Statutes of limitation are tolled during this period. A party may commence arbitration or an eligible court action only after completing this process.

1. Rules and administrator.The Federal Arbitration Act governs this Section. Arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect, as modified by these Terms, before one neutral arbitrator. The rules are available at adr.org.
2. Procedure and location. Unless the parties agree otherwise, the arbitration will occur by video, telephone, or written submissions. Any required in-person hearing will occur in the county where you reside, unless the arbitrator determines another location is necessary. The arbitrator may award the same individual remedies a court could award under applicable law and will issue a reasoned decision.
3. Fees.Fees will be allocated under the AAA Consumer Arbitration Rules and applicable law. Kova will pay amounts it is required to pay for this agreement to be enforceable. Each party bears its own attorneys' fees unless a law or valid contractual claim authorizes an award.
4. Exceptions. Either party may bring an individual action in small claims court if it remains there. Either party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction to prevent actual or threatened infringement, unauthorized access, security abuse, or misuse of intellectual property, without waiving arbitration of the merits.
5. Arbitrability. The arbitrator decides disputes about the scope, interpretation, enforceability, or formation of these Terms or this arbitration provision, except that a court exclusively decides disputes about the class-action waiver or the mass-filing procedure below.
6. No class or representative proceedings. Claims may be brought only in an individual capacity, not as a plaintiff, claimant, or class member in any purported class, collective, consolidated, coordinated, mass, private-attorney-general, or representative proceeding. The arbitrator may not combine claims or award relief for anyone other than the individual claimant.
7. Coordinated filings.If 25 or more substantially similar arbitration demands are presented against Kova by the same or coordinated counsel within 180 days, AAA's Mass Arbitration Supplementary Rules apply. Counsel must meet and confer, and demands will proceed in batches of no more than 25, with one arbitrator per batch, unless the parties or AAA agree otherwise. No other demand is deemed filed or subject to fees until selected for a batch; applicable limitation periods are tolled. After each batch, counsel must mediate in good faith before another batch proceeds.
8. 30-day right to opt out.You may opt out of this Section 20 by emailing support@kovaaco.com within 30 days after you first accept these Terms. Use the subject "Arbitration Opt-Out" and include your legal name, account email, Discord username, and an unequivocal statement that you opt out of arbitration. Opting out of arbitration will not affect other Terms or your access to the Services. An opt-out applies only to the individual who timely submitted it.
9. Severability. If part of this Section is unenforceable, it will be severed and the remainder enforced, except that if the class-action waiver is held unenforceable as to a particular claim or remedy, that claim or remedy will proceed in court after all arbitrable matters conclude and may not proceed in arbitration.

Michigan law governs these Terms, without regard to conflict-of-law rules, except that the Federal Arbitration Act governs Section 20. For any dispute not subject to arbitration or small claims court, you and Kova consent to exclusive jurisdiction and venue in the state or federal courts located in Wayne County, Michigan, and waive objections to personal jurisdiction, venue, or inconvenient forum. Mandatory consumer protections of your home jurisdiction remain applicable to the extent they cannot be waived.

To the fullest extent permitted by law, any claim arising out of or relating to the Services or these Terms must be filed within one year after the claim arose; otherwise, it is permanently barred. This does not shorten a limitation period that applicable law prohibits the parties from shortening.

We may update these Terms. We will post the revised Terms and update the effective date. For a material change, we may also notify you through the Services, by email, or require renewed acceptance. Changes apply prospectively from their effective date unless law permits otherwise. If you do not agree, your sole remedy is to stop using the Services before the change takes effect. Continued use after that date constitutes acceptance. Changes to Section 20 do not apply to a dispute of which the parties had actual notice before the change was posted.

You consent to receive agreements, notices, invoices, disclosures, and other communications electronically, including through the Services, Discord, or email. You agree that electronic records and actions satisfy legal writing and signature requirements. You are responsible for maintaining a current email address and the hardware and software needed to retain communications. You may save or print these Terms.

• Force majeure. Kova is not liable for delay or failure caused by events beyond reasonable control, including internet or utility failures, cyberattacks, labor disputes, disasters, epidemics, war, government action, retailer action, or third-party outages.
• Assignment.You may not assign or transfer these Terms or an account without Kova's written consent. Kova may assign these Terms, in whole or part, to an affiliate or in connection with a financing, merger, reorganization, or sale.
• Entire agreement and order of precedence. These Terms, the Privacy Policy, and any signed order or invoice terms are the entire agreement about the Services and supersede prior discussions. A signed order controls over these Terms only where it expressly identifies the provision it overrides.
• Severability and waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary and the rest remains effective. A waiver must be in writing and signed by Kova; failure to enforce is not a waiver.
• No third-party beneficiaries.These Terms create no third-party beneficiary rights. Headings are for convenience, and "including" means "including without limitation."

Questions or legal notices concerning these Terms may be sent to JKHEM Holdings LLC d/b/a Kova ACO at support@kovaaco.com or through our Support page.