Terms of Service
Version
1.3
Oct 24, 2024
Zerker Terms of Service
This Zerker Terms of Service (“Agreement”) is entered into by and between Zerker Inc. (“Zerker”) and the entity or person placing an order for or accessing the Services (“Customer”). This Agreement consists of the terms and conditions set forth below and any Order Form. The “Effective Date” of this Agreement is the date which is the earlier of (a) Customer’s initial access to the Services through any online provisioning, registration, or order process, or (b) the Effective Date of the first Order Form. This Agreement governs Customer’s initial purchase on the Effective Date, as well as any future purchases made by Customer that reference this Agreement. Zerker may modify this Agreement from time to time as described in Section 13.4 (Amendment).
Capitalized terms shall have the meanings set forth in Section 1, or in the section where they are first used.
1. Definitions
1.1 “Authorized Devices” means those devices with which the Services can be accessed, including desktop, mobile, or other connected devices.
1.2 “Content” means any code, data, designs, documents, or AI models created using the Services by the Customer and its Users or imported into the Services by the Customer and its Users.
1.3 “Documentation” refers to the technical materials made available by Zerker to the Customer and/or its Users in electronic form, describing the use and operation of the Services.
1.4 “Services” refers to Zerker’s proprietary AI orchestration platform, model management tools, and downloadable applications. Each Order Form will identify details of Customer’s subscription to the Services.
1.5 “Order Form” means a document signed by both Parties identifying the Services to be made available by Zerker pursuant to this Agreement.
1.6 “Zerks” are composable AI building blocks made available within the Services, capable of chaining together models and agents to execute complex workflows.
1.7 “User” means any employee, contractor, or other individual associated with the Customer who has been provisioned by the Customer with access to the Services.
2. License and Use Rights
2.1 Services. Zerker hereby grants the Customer a non-exclusive, non-transferable license during the Term (as defined in Section 12) to: (a) use the Services and download/install desktop or mobile applications as applicable on Authorized Devices, solely for internal business purposes in accordance with the Documentation; (b) build, deploy, and manage models or agents under the Customer’s account within Zerker’s orchestration layer. The Services are delivered electronically.
2.2 Provisioning the Services. Zerker will provide the necessary credentials, security protocols, and access links for the Customer and its Users to use the Services. The Customer shall be responsible for provisioning its Users, who may act as administrators, managing and using the Services on the Customer’s behalf.
2.3 Account Registration. To use the Services, Users must register and create an account, providing information such as their full name, password, and email address. Each User's account is personal and cannot be shared. Users must be human—automated accounts are not permitted.
2.4 Software Restrictions. Customer will not, and will not authorize any User to:
Reverse-engineer or decompile the Services.
Transmit spam or malicious content.
Use the Services for unlawful purposes.
Copy or duplicate the Services.
Use the Services to build a similar or competitive product.
Violate any applicable laws while using the Services.
2.5 Content Restrictions. Customer agrees that Content uploaded to or created using the Services will not:
Violate intellectual property rights or applicable laws.
Be used for harmful or unlawful activities.
Be misleading or deceptive.
2.6 Publicity. Zerker may publicly reference the Customer as a user of the Services and may use the Customer’s logo for such purposes.
2.7 Support. Zerker will provide standard support, including email-based assistance during business hours, reasonable efforts to address reported issues, and updates to the Services.
3. Ownership Rights
3.1 No IP Rights Transfer. Other than the licenses described herein, no intellectual property rights are transferred by either Party to the other under this Agreement.
3.2 Zerker’s Ownership. Zerker retains ownership of all rights in the Services, including all associated content, code, and design, but excluding Customer’s Content.
3.3 Customer’s Ownership. The Customer retains ownership of all Content created or imported by them into the Services.
3.4 Zerks. Zerks created within the platform remain the intellectual property of the creators. Zerker disclaims ownership of Customer-created Zerks.
4. Content
4.1 Customer’s Content. Customer retains ownership of the Content uploaded or created within the Services. Zerker has no obligation to store, maintain, or provide copies of such Content.
4.2 Content Monitoring. While Zerker has no obligation to monitor Content, it reserves the right to remove Content that violates this Agreement.
4.3 License to Display Content. Customer grants Zerker a non-exclusive license to use, reproduce, and display Content as needed to provide the Services.
5. Customer’s Obligations to End Users
5.1 Compliance. The Customer is responsible for complying with all applicable data protection laws related to End Users' data collected through the Services.
5.2 Security & Breach Notification. The Customer will notify Zerker of any security breaches affecting End Users' data within 72 hours.
6. Security
6.1 Data Protection. Zerker will use technical and administrative safeguards to ensure the confidentiality and integrity of Customer Content.
7. Confidentiality
7.1 Confidential Information. All disclosed information identified as confidential will remain proprietary to the disclosing Party.
7.2 Nondisclosure. Each Party agrees to protect the other’s Confidential Information and not to disclose it to third parties.
8. Fees and Payment
8.1 Payment Terms. Customer will pay all fees without offset, as specified in the Order Form.
8.2 Pricing. Zerker offers various pricing plans, including a free version and paid plans.
9. Warranties and Disclaimers
9.1 Authority. Both parties warrant that they have the right to enter into this Agreement.
9.2 Disclaimer. Services are provided "as is," without warranties of any kind. Zerker does not guarantee that Services will be error-free or meet Customer’s requirements.
10. Limitations of Liability
10.1 Liability Limit. Zerker’s total liability shall not exceed the fees paid by the Customer during the twelve months prior to the event causing the claim.
11. Indemnification
11.1 By Zerker. Zerker will defend Customer against third-party claims that the Services infringe intellectual property rights.
11.2 By Customer. The Customer will indemnify Zerker against claims arising from Customer Content or misuse of the Services.
12. Term and Termination
12.1 Term. This Agreement commences on the Effective Date and renews automatically unless terminated.
12.2 Termination. Either Party may terminate this Agreement if the other Party materially breaches its terms.
13. Miscellaneous
13.1 Amendment. Zerker may modify this Agreement by providing notice to the Customer.
13.2 Governing Law. This Agreement will be governed by and interpreted according to Delaware law.
Zerker Terms of Service
This Zerker Terms of Service (“Agreement”) is entered into by and between Zerker Inc. (“Zerker”) and the entity or person placing an order for or accessing the Services (“Customer”). This Agreement consists of the terms and conditions set forth below and any Order Form. The “Effective Date” of this Agreement is the date which is the earlier of (a) Customer’s initial access to the Services through any online provisioning, registration, or order process, or (b) the Effective Date of the first Order Form. This Agreement governs Customer’s initial purchase on the Effective Date, as well as any future purchases made by Customer that reference this Agreement. Zerker may modify this Agreement from time to time as described in Section 13.4 (Amendment).
Capitalized terms shall have the meanings set forth in Section 1, or in the section where they are first used.
1. Definitions
1.1 “Authorized Devices” means those devices with which the Services can be accessed, including desktop, mobile, or other connected devices.
1.2 “Content” means any code, data, designs, documents, or AI models created using the Services by the Customer and its Users or imported into the Services by the Customer and its Users.
1.3 “Documentation” refers to the technical materials made available by Zerker to the Customer and/or its Users in electronic form, describing the use and operation of the Services.
1.4 “Services” refers to Zerker’s proprietary AI orchestration platform, model management tools, and downloadable applications. Each Order Form will identify details of Customer’s subscription to the Services.
1.5 “Order Form” means a document signed by both Parties identifying the Services to be made available by Zerker pursuant to this Agreement.
1.6 “Zerks” are composable AI building blocks made available within the Services, capable of chaining together models and agents to execute complex workflows.
1.7 “User” means any employee, contractor, or other individual associated with the Customer who has been provisioned by the Customer with access to the Services.
2. License and Use Rights
2.1 Services. Zerker hereby grants the Customer a non-exclusive, non-transferable license during the Term (as defined in Section 12) to: (a) use the Services and download/install desktop or mobile applications as applicable on Authorized Devices, solely for internal business purposes in accordance with the Documentation; (b) build, deploy, and manage models or agents under the Customer’s account within Zerker’s orchestration layer. The Services are delivered electronically.
2.2 Provisioning the Services. Zerker will provide the necessary credentials, security protocols, and access links for the Customer and its Users to use the Services. The Customer shall be responsible for provisioning its Users, who may act as administrators, managing and using the Services on the Customer’s behalf.
2.3 Account Registration. To use the Services, Users must register and create an account, providing information such as their full name, password, and email address. Each User's account is personal and cannot be shared. Users must be human—automated accounts are not permitted.
2.4 Software Restrictions. Customer will not, and will not authorize any User to:
Reverse-engineer or decompile the Services.
Transmit spam or malicious content.
Use the Services for unlawful purposes.
Copy or duplicate the Services.
Use the Services to build a similar or competitive product.
Violate any applicable laws while using the Services.
2.5 Content Restrictions. Customer agrees that Content uploaded to or created using the Services will not:
Violate intellectual property rights or applicable laws.
Be used for harmful or unlawful activities.
Be misleading or deceptive.
2.6 Publicity. Zerker may publicly reference the Customer as a user of the Services and may use the Customer’s logo for such purposes.
2.7 Support. Zerker will provide standard support, including email-based assistance during business hours, reasonable efforts to address reported issues, and updates to the Services.
3. Ownership Rights
3.1 No IP Rights Transfer. Other than the licenses described herein, no intellectual property rights are transferred by either Party to the other under this Agreement.
3.2 Zerker’s Ownership. Zerker retains ownership of all rights in the Services, including all associated content, code, and design, but excluding Customer’s Content.
3.3 Customer’s Ownership. The Customer retains ownership of all Content created or imported by them into the Services.
3.4 Zerks. Zerks created within the platform remain the intellectual property of the creators. Zerker disclaims ownership of Customer-created Zerks.
4. Content
4.1 Customer’s Content. Customer retains ownership of the Content uploaded or created within the Services. Zerker has no obligation to store, maintain, or provide copies of such Content.
4.2 Content Monitoring. While Zerker has no obligation to monitor Content, it reserves the right to remove Content that violates this Agreement.
4.3 License to Display Content. Customer grants Zerker a non-exclusive license to use, reproduce, and display Content as needed to provide the Services.
5. Customer’s Obligations to End Users
5.1 Compliance. The Customer is responsible for complying with all applicable data protection laws related to End Users' data collected through the Services.
5.2 Security & Breach Notification. The Customer will notify Zerker of any security breaches affecting End Users' data within 72 hours.
6. Security
6.1 Data Protection. Zerker will use technical and administrative safeguards to ensure the confidentiality and integrity of Customer Content.
7. Confidentiality
7.1 Confidential Information. All disclosed information identified as confidential will remain proprietary to the disclosing Party.
7.2 Nondisclosure. Each Party agrees to protect the other’s Confidential Information and not to disclose it to third parties.
8. Fees and Payment
8.1 Payment Terms. Customer will pay all fees without offset, as specified in the Order Form.
8.2 Pricing. Zerker offers various pricing plans, including a free version and paid plans.
9. Warranties and Disclaimers
9.1 Authority. Both parties warrant that they have the right to enter into this Agreement.
9.2 Disclaimer. Services are provided "as is," without warranties of any kind. Zerker does not guarantee that Services will be error-free or meet Customer’s requirements.
10. Limitations of Liability
10.1 Liability Limit. Zerker’s total liability shall not exceed the fees paid by the Customer during the twelve months prior to the event causing the claim.
11. Indemnification
11.1 By Zerker. Zerker will defend Customer against third-party claims that the Services infringe intellectual property rights.
11.2 By Customer. The Customer will indemnify Zerker against claims arising from Customer Content or misuse of the Services.
12. Term and Termination
12.1 Term. This Agreement commences on the Effective Date and renews automatically unless terminated.
12.2 Termination. Either Party may terminate this Agreement if the other Party materially breaches its terms.
13. Miscellaneous
13.1 Amendment. Zerker may modify this Agreement by providing notice to the Customer.
13.2 Governing Law. This Agreement will be governed by and interpreted according to Delaware law.
Zerker Terms of Service
This Zerker Terms of Service (“Agreement”) is entered into by and between Zerker Inc. (“Zerker”) and the entity or person placing an order for or accessing the Services (“Customer”). This Agreement consists of the terms and conditions set forth below and any Order Form. The “Effective Date” of this Agreement is the date which is the earlier of (a) Customer’s initial access to the Services through any online provisioning, registration, or order process, or (b) the Effective Date of the first Order Form. This Agreement governs Customer’s initial purchase on the Effective Date, as well as any future purchases made by Customer that reference this Agreement. Zerker may modify this Agreement from time to time as described in Section 13.4 (Amendment).
Capitalized terms shall have the meanings set forth in Section 1, or in the section where they are first used.
1. Definitions
1.1 “Authorized Devices” means those devices with which the Services can be accessed, including desktop, mobile, or other connected devices.
1.2 “Content” means any code, data, designs, documents, or AI models created using the Services by the Customer and its Users or imported into the Services by the Customer and its Users.
1.3 “Documentation” refers to the technical materials made available by Zerker to the Customer and/or its Users in electronic form, describing the use and operation of the Services.
1.4 “Services” refers to Zerker’s proprietary AI orchestration platform, model management tools, and downloadable applications. Each Order Form will identify details of Customer’s subscription to the Services.
1.5 “Order Form” means a document signed by both Parties identifying the Services to be made available by Zerker pursuant to this Agreement.
1.6 “Zerks” are composable AI building blocks made available within the Services, capable of chaining together models and agents to execute complex workflows.
1.7 “User” means any employee, contractor, or other individual associated with the Customer who has been provisioned by the Customer with access to the Services.
2. License and Use Rights
2.1 Services. Zerker hereby grants the Customer a non-exclusive, non-transferable license during the Term (as defined in Section 12) to: (a) use the Services and download/install desktop or mobile applications as applicable on Authorized Devices, solely for internal business purposes in accordance with the Documentation; (b) build, deploy, and manage models or agents under the Customer’s account within Zerker’s orchestration layer. The Services are delivered electronically.
2.2 Provisioning the Services. Zerker will provide the necessary credentials, security protocols, and access links for the Customer and its Users to use the Services. The Customer shall be responsible for provisioning its Users, who may act as administrators, managing and using the Services on the Customer’s behalf.
2.3 Account Registration. To use the Services, Users must register and create an account, providing information such as their full name, password, and email address. Each User's account is personal and cannot be shared. Users must be human—automated accounts are not permitted.
2.4 Software Restrictions. Customer will not, and will not authorize any User to:
Reverse-engineer or decompile the Services.
Transmit spam or malicious content.
Use the Services for unlawful purposes.
Copy or duplicate the Services.
Use the Services to build a similar or competitive product.
Violate any applicable laws while using the Services.
2.5 Content Restrictions. Customer agrees that Content uploaded to or created using the Services will not:
Violate intellectual property rights or applicable laws.
Be used for harmful or unlawful activities.
Be misleading or deceptive.
2.6 Publicity. Zerker may publicly reference the Customer as a user of the Services and may use the Customer’s logo for such purposes.
2.7 Support. Zerker will provide standard support, including email-based assistance during business hours, reasonable efforts to address reported issues, and updates to the Services.
3. Ownership Rights
3.1 No IP Rights Transfer. Other than the licenses described herein, no intellectual property rights are transferred by either Party to the other under this Agreement.
3.2 Zerker’s Ownership. Zerker retains ownership of all rights in the Services, including all associated content, code, and design, but excluding Customer’s Content.
3.3 Customer’s Ownership. The Customer retains ownership of all Content created or imported by them into the Services.
3.4 Zerks. Zerks created within the platform remain the intellectual property of the creators. Zerker disclaims ownership of Customer-created Zerks.
4. Content
4.1 Customer’s Content. Customer retains ownership of the Content uploaded or created within the Services. Zerker has no obligation to store, maintain, or provide copies of such Content.
4.2 Content Monitoring. While Zerker has no obligation to monitor Content, it reserves the right to remove Content that violates this Agreement.
4.3 License to Display Content. Customer grants Zerker a non-exclusive license to use, reproduce, and display Content as needed to provide the Services.
5. Customer’s Obligations to End Users
5.1 Compliance. The Customer is responsible for complying with all applicable data protection laws related to End Users' data collected through the Services.
5.2 Security & Breach Notification. The Customer will notify Zerker of any security breaches affecting End Users' data within 72 hours.
6. Security
6.1 Data Protection. Zerker will use technical and administrative safeguards to ensure the confidentiality and integrity of Customer Content.
7. Confidentiality
7.1 Confidential Information. All disclosed information identified as confidential will remain proprietary to the disclosing Party.
7.2 Nondisclosure. Each Party agrees to protect the other’s Confidential Information and not to disclose it to third parties.
8. Fees and Payment
8.1 Payment Terms. Customer will pay all fees without offset, as specified in the Order Form.
8.2 Pricing. Zerker offers various pricing plans, including a free version and paid plans.
9. Warranties and Disclaimers
9.1 Authority. Both parties warrant that they have the right to enter into this Agreement.
9.2 Disclaimer. Services are provided "as is," without warranties of any kind. Zerker does not guarantee that Services will be error-free or meet Customer’s requirements.
10. Limitations of Liability
10.1 Liability Limit. Zerker’s total liability shall not exceed the fees paid by the Customer during the twelve months prior to the event causing the claim.
11. Indemnification
11.1 By Zerker. Zerker will defend Customer against third-party claims that the Services infringe intellectual property rights.
11.2 By Customer. The Customer will indemnify Zerker against claims arising from Customer Content or misuse of the Services.
12. Term and Termination
12.1 Term. This Agreement commences on the Effective Date and renews automatically unless terminated.
12.2 Termination. Either Party may terminate this Agreement if the other Party materially breaches its terms.
13. Miscellaneous
13.1 Amendment. Zerker may modify this Agreement by providing notice to the Customer.
13.2 Governing Law. This Agreement will be governed by and interpreted according to Delaware law.