By creating a Zeptor account, clicking "I agree," or accessing the Service, you agree to these Terms on behalf of the entity you represent ("Customer"). If you do not agree, do not use the Service. These Terms govern Customer's access to and use of Zeptor's cloud PLM platform, websites, and related services (the "Service").
The first registered user is designated the Account Administrator ("Admin") and confirms they have authority to bind Customer to these Terms. Admin manages users/roles, is responsible for provisioning and de‑provisioning, and for all activity under the account. Customer must keep registration, billing, and contact details accurate and up-to-date.
License. Zeptor grants Customer a non-exclusive, non-transferable, limited right to use the Service during the subscription term, per the plan purchased.
Plan Tiers. (a) Basic (Free): Limited features; email support only; "best-effort" availability. (b) Standard (Paid): Full standard features; Zara (AI companion) + email + phone support during business hours; availability target as described in Section 5. (c) Enterprise (Custom): Custom features/limits; Dedicated Customer Success "Go-To" person; service levels per SLA and/or MSA.
Restrictions. Customer shall not (i) reverse engineer, decompile, disassemble, or otherwise attempt to derive source code; (ii) circumvent plan limits or security; (iii) rent, lease, sell, sublicense, or otherwise commercially exploit the Service except as expressly permitted; or (iv) use the Service to build a competing product or service.
Pricing and billing terms are governed by the Billing & Payment Policy (incorporated by reference). Summary: Standard: $30/user/month (monthly) or $300/user/year (annual, upfront). Enterprise: Contact sales; multi-year discounts available. All fees are in USD; invoices are Net 30 unless otherwise stated. All payments are non-refundable. Fees are exclusive of taxes; applicable sales tax, VAT, or GST may be added based on Customer billing location.
Support by Plan. (a) Basic: Email support. (b) Standard: Zara in-app guidance, email, and phone support during business hours (Mon–Fri, excluding US holidays). (c) Enterprise: Dedicated Customer Success "Go-To" person; response and uptime per SLA/MSA.
Availability Targets. (a) Standard: Zeptor targets 99.5% monthly uptime (excluding planned maintenance and force majeure/outages of cloud or telecom providers). (b) Enterprise: As defined in SLA/MSA (e.g., 99.9%) with any agreed service credits.
Maintenance. Zeptor may perform planned maintenance with reasonable prior notice where feasible; urgent security fixes may occur without notice.
Ownership. Customer owns all Customer Data. Zeptor receives a limited right to process it only to provide and improve the Service.
Hosting. Zeptor runs on Microsoft Azure using enterprise-grade security and compliance frameworks (e.g., ISO 27001, SOC 2).
Security. Industry-standard controls, including TLS/SSL in transit, role-based access, and periodic reviews.
Payments/PCI. Card payments are processed by Stripe or equivalent PCI DSS-compliant processors. Zeptor does not store card numbers.
Privacy & DPA. Processing of personal data is governed by Zeptor's Privacy Policy and, where applicable, a Data Processing Addendum (DPA).
Data Export & Deletion. Upon termination, Customer may request export within a defined window (e.g., 30 days). Thereafter, data may be deleted or anonymized per retention policy.
Customer will not: (a) use the Service unlawfully; (b) transmit malware; (c) infringe others' IP; (d) attempt unauthorized access; (e) overload or disrupt the Service; (f) send spam or abusive content; or (g) use the Service to process prohibited or highly sensitive data without appropriate legal basis or consent.
The Service may interoperate with third-party products (e.g., identity providers, email, CAD/PDM tools). Third-party terms govern those products; Zeptor is not responsible for third-party services and does not warrant their continued availability.
Zeptor and its licensors retain all rights, title, and interest in and to the Service, software, documentation, and branding. No rights are granted except as expressly stated. If Customer provides feedback, ideas, or suggestions, Zeptor may use them without restriction, obligation, or compensation.
Each party represents and warrants it has the authority to enter into these Terms. Zeptor will provide the Service using commercially reasonable skill and care. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
By Zeptor. Zeptor will defend and indemnify Customer against third-party claims alleging the Service infringes or misappropriates their intellectual property rights, and pay final damages or approved settlements, except where the claim arises from (a) Customer Data; (b) Customer's misuse or violation of these Terms; or (c) combination with non‑Zeptor items.
By Customer. Customer will defend and indemnify Zeptor against claims arising from Customer Data, Customer's use in violation of these Terms or law, or Customer's infringement of third-party rights.
Process. The indemnified party must promptly notify the indemnifying party, allow control of defense and settlement, and reasonably cooperate.
Cap. Zeptor's total liability arising out of or related to these Terms will not exceed the amounts paid by Customer to Zeptor for the Service in the twelve (12) months before the event giving rise to liability.
Exclusions. NEITHER PARTY IS LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY.
Carve-outs. The above limits do not apply to a party's indemnification obligations, gross negligence or willful misconduct, or Customer's payment obligations.
Suspension. Zeptor may suspend access for non-payment, security risk, or material breach.
Termination. Either party may terminate for material breach not cured within thirty (30) days of written notice. Customer may terminate per plan terms (cancellation notice/auto-renew rules). No refunds.
Data Handling. Upon termination, Customer may request export within a defined period (e.g., 30 days); thereafter data may be deleted or anonymized per retention policy.
Service Evolution. Zeptor may enhance or modify features. For deprecations with material adverse impact on paid plans, Zeptor will use reasonable efforts to give prior notice and alternatives where feasible.
Terms Updates. Zeptor may update these Terms. For material changes, Zeptor will provide notice (e.g., email or in-app). Continued use after the effective date constitutes acceptance.
These Terms are governed by the laws of the State of California, USA, without regard to conflicts principles. The state or federal courts located in Santa Clara County, California, shall have exclusive jurisdiction and venue, and each party consents to personal jurisdiction there.
If Customer purchases through an authorized reseller, payment and certain commercial terms may be governed by the reseller's agreement. If Customer has a separately negotiated Master Subscription Agreement (MSA) or Service Level Agreement (SLA) with Zeptor, that agreement controls in case of conflict with these Terms.
Entire Agreement. These Terms, the Billing & Payment Policy, Privacy Policy, Order Forms, and any applicable DPA/SLA/MSA constitute the entire agreement.
Order of Precedence. MSA/SLA (if any) → Order Form/SOW → these Terms → policies.
Assignment. Neither party may assign without consent, except to an affiliate or in a merger, acquisition, or sale of substantially all assets (with notice).
Force Majeure. Neither party is liable for delays/failures due to events beyond reasonable control (including internet/cloud outages, war, or natural disasters).
Severability & Waiver. If a provision is unenforceable, the remainder remains in effect; failure to enforce is not a waiver.
Export & Sanctions. Customer will comply with applicable export control and sanctions laws.
Notices. Notices may be given by email to the Admin email on file or to Zeptor at billing@zeptor.ai (billing) or a designated legal notice email if provided.
Electronic Acceptance. Click-through acceptance and records (timestamp/IP/user ID) constitute execution and delivery of these Terms.
By checking the box and selecting "Accept & Continue," you (the Admin) confirm that you are authorized to accept these Terms on behalf of your organization and agree to the Billing & Payment Policy and Privacy Policy.