Terms of Service

Last updated: February 1, 2026

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Kealee Platform, Inc. ("Kealee," "we," "us," or "our") governing your access to and use of the Kealee Finance & Trust platform, including our website, mobile applications, escrow services, payment processing, and related services (collectively, the "Services").

By creating an account, accessing, or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not use our Services.

If you are using the Services on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

1. Description of Services

Kealee Finance & Trust provides a technology platform for project financial management, including but not limited to:

  • Escrow Services: Holding project funds in FDIC-insured accounts and releasing them based on milestone completion and user approval.
  • Payment Processing: Facilitating deposits, fund releases, and contractor payouts through integrated payment systems.
  • Budget Tracking: Real-time monitoring of project budgets, expenses, and financial status.
  • Milestone Management: Tools for defining, tracking, and approving project milestones tied to payment schedules.
  • Dispute Resolution: Mediation services for payment-related disputes between project parties.
  • Reporting: Financial reporting, transaction history, and tax documentation generation.

Kealee acts as a technology platform and escrow agent. Kealee is not a bank, lending institution, general contractor, or building company. We do not provide building services, financial advice, legal advice, or guarantee the quality of any project work.

2. Eligibility and Account Registration

To use our Services, you must:

  • Be at least 18 years of age.
  • Be a legal resident of the United States or an entity organized under the laws of a U.S. state.
  • Provide accurate, current, and complete information during registration and keep your account information updated.
  • Maintain the security and confidentiality of your account credentials.
  • Not have been previously suspended or removed from the platform.

For contractor accounts, you must additionally provide valid business licenses, proof of insurance, and other credentials as required by your jurisdiction. Kealee reserves the right to verify all credentials and deny access to any user who does not meet our verification standards.

You are responsible for all activity that occurs under your account. You must immediately notify Kealee of any unauthorized use of your account or any other breach of security.

3. Escrow Account Terms

3.1 Account Creation

When you create an escrow account, you agree to fund the account according to the project milestones and payment schedule established with your counterparty. Escrow accounts are established per project and are subject to the escrow fee described in Section 4.

3.2 Fund Holding

All escrow funds are held in FDIC-insured accounts at our partner banking institution. Funds are insured up to $250,000 per depositor, per institution, in accordance with FDIC regulations. Kealee maintains escrow funds in segregated trust accounts separate from our operating funds.

3.3 Fund Release

Funds are released from escrow only upon satisfaction of the following conditions: (a) the contractor has submitted a milestone completion request, (b) any required verification has been completed, and (c) the project owner (homeowner) has approved the release through the platform. Fund releases are processed within 24-48 business hours of approval.

3.4 Refund of Unused Funds

Upon project completion and final milestone approval, any remaining funds in the escrow account will be refunded to the depositing party within 5-7 business days via the original funding method, unless otherwise directed by the account holder or required by a dispute resolution process.

4. Fees and Payment Terms

4.1 Escrow Fee

Kealee charges a one-time escrow fee of 1% of the total project value, with a maximum cap of $500 per project. For users subscribed to Kealee PM Package C or Package D, the escrow fee is reduced to 0.5% of the project value. The escrow fee is charged at the time of account creation and is non-refundable once the escrow account has been established.

4.2 Payment Processing Fees

The following fees apply to funding transactions:

  • ACH bank transfers: No fee.
  • Credit or debit card payments: 2.9% of the transaction amount plus $0.30 per transaction.
  • Wire transfers: $25 flat fee per transfer.

Payment processing fees are the responsibility of the party initiating the payment unless otherwise agreed in writing between the project parties.

4.3 Dispute Resolution Fee

If a dispute is submitted for mediation through our platform, a flat fee of $150 is charged to the party initiating the dispute. This fee covers the administrative costs of the mediation process.

4.4 Rush Processing Fee

Expedited fund releases are available for a fee of $150 per request. Rush processing reduces the release timeline from 24-48 hours to approximately 4 business hours, subject to banking partner availability.

5. User Obligations

By using our Services, you agree to:

  • Provide truthful, accurate, and complete information in all interactions with the platform.
  • Use the Services only for lawful purposes related to project management and finance.
  • Not use the platform for money laundering, fraud, or any other illegal activity.
  • Comply with all applicable local, state, and federal laws and regulations.
  • Not interfere with or disrupt the security, integrity, or performance of the platform.
  • Not attempt to gain unauthorized access to other users' accounts or Kealee systems.
  • Not use automated tools, bots, or scripts to access the platform without written consent.
  • Respond promptly to milestone approvals, dispute notices, and other time-sensitive requests.
  • Maintain valid and up-to-date payment methods for funding and receiving payments.

6. Contractor-Specific Obligations

If you register as a contractor, you additionally agree to:

  • Maintain all required business licenses, permits, and insurance policies in good standing throughout the duration of any active project on the platform.
  • Accurately represent the completion status of milestones and submit truthful completion requests.
  • Perform all work in compliance with applicable building codes and industry standards.
  • Promptly address and resolve any deficiencies identified during the verification process.
  • Cooperate fully with any dispute resolution proceedings.

7. Dispute Resolution

7.1 Platform Mediation

In the event of a dispute between project parties regarding milestone completion, payment amounts, or work quality, either party may initiate the Kealee dispute resolution process. Upon initiation, relevant escrow funds will be frozen until the dispute is resolved. Kealee will assign a mediation specialist to review documentation, communicate with both parties, and propose a resolution.

7.2 Mediation Outcomes

Mediation outcomes may include full or partial release of disputed funds, direction to correct deficiencies, or other remedies agreed upon by the parties. Mediation outcomes are non-binding recommendations unless both parties agree in writing to accept them as binding.

7.3 Disputes with Kealee

Any disputes between you and Kealee relating to these Terms or our Services shall first be addressed through good-faith negotiations. If negotiations fail, disputes shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, conducted in the state of Maryland. Each party shall bear its own costs and attorney's fees unless the arbitrator determines otherwise.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KEALEE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICES.

KEALEE'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO KEALEE DURING THE TWELVE (12) MONTHS PRECEDING THE DATE OF THE CLAIM.

Kealee does not guarantee the quality, timeliness, or completion of any project work performed by contractors on the platform. Kealee is not responsible for the actions or omissions of any contractor, homeowner, or other user of the platform. Users engage with each other at their own risk, and Kealee's role is limited to providing the technology platform and escrow services described herein.

9. Indemnification

You agree to indemnify, defend, and hold harmless Kealee and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney's fees) arising out of or related to: (a) your use of or access to the Services, (b) your violation of these Terms, (c) your violation of any applicable law or regulation, (d) any dispute between you and another user of the platform, or (e) any content or information you provide through the platform.

10. Intellectual Property

The Kealee platform, including all content, features, functionality, software, designs, trademarks, and documentation, is owned by Kealee Platform, Inc. and is protected by United States and international intellectual property laws. You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Services for their intended purpose.

You may not copy, modify, distribute, sell, lease, or create derivative works based on the platform or any of its content without our prior written consent.

11. Termination

You may close your account at any time by contacting support. Account closure is subject to the completion or resolution of any active escrow accounts and outstanding obligations.

Kealee reserves the right to suspend or terminate your account at any time, with or without notice, for any reason, including but not limited to: violation of these Terms, fraudulent activity, failure to maintain required credentials, or any conduct that we determine, in our sole discretion, is harmful to the platform, other users, or Kealee.

Upon termination, your right to use the Services will immediately cease. Sections that by their nature should survive termination shall survive, including but not limited to Sections 7 through 14.

12. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to its conflict of law provisions. For any disputes not subject to arbitration under Section 7.3, you agree to submit to the exclusive personal jurisdiction of the state and federal courts located in Montgomery County, Maryland, or the United States District Court for the District of Maryland.

To the extent that our Services involve activities within the District of Columbia, the applicable laws of the District of Columbia shall apply to those specific activities.

13. Changes to These Terms

Kealee reserves the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website with a revised "Last Updated" date and, for material changes, by notifying you via email or through the platform at least 30 days prior to the changes taking effect. Your continued use of the Services after the effective date of any modifications constitutes your acceptance of the updated Terms. If you do not agree to the modified Terms, you must discontinue use of the Services.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional agreements executed between you and Kealee, constitute the entire agreement between you and Kealee regarding the Services and supersede all prior agreements and understandings.

14.2 Severability

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

14.3 Waiver

The failure of Kealee to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

14.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without the prior written consent of Kealee. Kealee may assign these Terms without restriction.

14.5 Force Majeure

Kealee shall not be liable for any failure or delay in performance of its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, pandemic, war, terrorism, labor disputes, internet or infrastructure outages, or banking system failures.

15. Contact Information

If you have any questions about these Terms, please contact us:

Kealee Platform, Inc.

Legal Department

Email: legal@kealee.com

Phone: (301) 575-8777

Region: DC-Baltimore Corridor, Maryland