Terms and Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Zilos AI, Inc. ("Zilos," "we," "our," or "us"), governing your access to and use of the Zilos AI platform, including all related software, services, features, APIs, and tools (collectively, the "Service").

By creating an account, accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional terms referenced herein. If you do not agree with any part of these Terms, you must not access or use the Service.

If you are using the Service on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms, in which case "you" refers to that entity.

2. Description of Service

Zilos is an AI-powered business intelligence and operations management platform designed for the food and beverage, hospitality, and retail industries. The Service includes, but is not limited to:

• AI-Powered Analytics: Automated analysis of sales data, financial performance, customer reviews, and operational metrics using artificial intelligence and machine learning technologies
• Business Intelligence Dashboards: Real-time dashboards for sales intelligence, customer intelligence, margin analysis, cash flow tracking, and executive decision-making
• Automated Data Processing: Receipt scanning, expense categorization, delivery note processing, and financial reconciliation powered by AI models
• AI Assistant & Voice Agent: Natural language interaction for querying business data, generating reports, and receiving operational recommendations
• Customer Intelligence: Aggregation and sentiment analysis of customer reviews from third-party platforms (Google, Trustpilot, TripAdvisor, Yelp, Facebook)
• Operational Tools: Staff scheduling, payroll management, inventory tracking, recipe costing, and franchise oversight
• Third-Party Integrations: Connections to point-of-sale systems (e.g., Square), payment processors, and accounting software
• Autonomous AI Agents: Background AI agents that monitor, analyze, and recommend actions on business data

3. Account Registration and Security

3.1 Eligibility

You must be at least 18 years of age and have the legal capacity to enter into a binding agreement to use the Service. The Service is intended for business use and is not directed at individual consumers.

3.2 Account Creation

You must provide accurate, complete, and current information during the registration process and maintain the accuracy of such information. You are responsible for all activity that occurs under your account and must keep your credentials confidential.

3.3 Multi-User Access

Account administrators may invite additional users to their organization's account. The administrator is responsible for managing user access, permissions, and roles, and for ensuring all users comply with these Terms.

3.4 Account Security

You must immediately notify us at support@zilos.ai of any unauthorized use of your account or any other breach of security. We are not liable for any loss arising from unauthorized use of your account.

4. AI Data Processing and Automated Decision-Making

4.1 Consent to AI Processing

By using the Service, you expressly consent to the processing of your business data by our AI and machine learning systems. This includes automated analysis, pattern recognition, sentiment analysis, anomaly detection, predictive modeling, and the generation of insights and recommendations based on your data.

4.2 Nature of AI Outputs

AI-generated outputs, including but not limited to insights, recommendations, forecasts, sentiment scores, and automated categorizations, are provided for informational and decision-support purposes only. They do not constitute financial, legal, tax, or professional advice. You are solely responsible for any decisions made based on AI outputs and should exercise independent judgment and, where appropriate, seek professional advice.

4.3 AI Accuracy Disclaimer

While we strive for accuracy, AI models are inherently probabilistic and may produce errors, inaccuracies, or incomplete results. We do not guarantee the accuracy, reliability, or completeness of any AI-generated output. You acknowledge that AI outputs may be affected by data quality, model limitations, and evolving algorithms.

4.4 Autonomous Agent Actions

Certain features of the Service involve autonomous AI agents that may analyze data, generate proposals, and recommend or execute actions on your behalf (e.g., automated review responses, expense categorization, anomaly alerts). You may configure the level of autonomy granted to these agents through the Service's settings. Zilos is not liable for any consequences arising from actions taken by autonomous agents that operate within the permissions you have configured.

4.5 Model Training and Improvement

We may use aggregated, anonymized, and de-identified data derived from the Service to improve our AI models, algorithms, and overall Service quality. No individually identifiable business data will be used for model training without your explicit consent. You may opt out of this by contacting us.

5. User Obligations and Acceptable Use

5.1 Lawful Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You shall not:

• Use the Service in any way that violates any applicable law, regulation, or industry standard
• Upload, submit, or transmit any data that is fraudulent, misleading, defamatory, or infringing upon third-party rights
• Attempt to gain unauthorized access to any part of the Service, other users' accounts, or related systems
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service or any AI models
• Use the Service to develop a competing product or service
• Circumvent, disable, or interfere with any security features of the Service
• Use automated tools, bots, or scripts to access or scrape the Service, except through authorized APIs
• Resell, sublicense, or redistribute access to the Service without our prior written consent

5.2 Data Quality

You are responsible for the accuracy, quality, and legality of the data you input into the Service. The quality of AI-generated insights is directly dependent on the quality and completeness of the input data. Zilos accepts no responsibility for outputs derived from inaccurate, incomplete, or improperly formatted data.

5.3 Third-Party Compliance

When connecting third-party services to Zilos (e.g., Square, Google Business, review platforms), you represent that you have the necessary rights and authorizations to share such data with us and that your use complies with the terms of service of those third-party providers.

6. Intellectual Property Rights

6.1 Zilos IP

The Service, including all software, AI models, algorithms, machine learning architectures, user interfaces, designs, documentation, trademarks, trade secrets, and proprietary methodologies, is and remains the exclusive property of Zilos AI, Inc. and its licensors. These Terms do not grant you any ownership rights in the Service.

6.2 Your Data

You retain all ownership rights in the data you upload to or create within the Service ("Your Data"). By using the Service, you grant Zilos a non-exclusive, worldwide, royalty-free license to use, process, store, and display Your Data solely as necessary to provide and improve the Service.

6.3 AI-Generated Content

Insights, reports, recommendations, and other outputs generated by the Service's AI capabilities ("AI Outputs") are provided to you as part of the Service. While you may use AI Outputs within your business operations, the underlying algorithms, models, methodologies, and processes used to generate such outputs remain the exclusive intellectual property of Zilos.

6.4 Feedback

Any feedback, suggestions, ideas, or improvements you provide regarding the Service ("Feedback") may be used by Zilos without restriction or compensation. You hereby assign to Zilos all rights, title, and interest in and to any such Feedback.

7. Subscription, Billing, and Payment

7.1 Subscription Plans

The Service is offered on a subscription basis with various tiers and pricing. The specific features, usage limits, and pricing applicable to your subscription are described on our pricing page or in your individual service agreement.

7.2 Billing and Renewal

Subscriptions are billed in advance on a monthly or annual basis, as selected during sign-up. Subscriptions automatically renew at the end of each billing period unless cancelled before the renewal date. We will provide reasonable notice of any fee changes prior to the next billing cycle.

7.3 Payment

You authorize us to charge the payment method on file for all fees associated with your subscription. All fees are non-refundable except as expressly stated in these Terms or required by applicable law. Any overdue payments may be subject to late fees and interest charges as permitted by law.

7.4 Taxes

All fees are exclusive of applicable taxes unless otherwise stated. You are responsible for paying any applicable taxes, including sales tax, VAT, and other government-imposed charges.

7.5 Free Trials

If offered a free trial, you will not be charged until the trial period expires. At the end of the trial, your account will be converted to a paid subscription unless you cancel before the trial ends.

8. Data Processing, Confidentiality, and Security

8.1 Confidential Information

Each party agrees to protect the other party's confidential information with the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care. "Confidential Information" includes business data, financial information, customer records, trade secrets, and any other non-public information disclosed by either party.

8.2 Data Security

We implement industry-standard technical and organizational measures to protect Your Data, including encryption at rest and in transit, access controls, regular security audits, and row-level security policies. Details of our security practices are available in our Privacy Policy.

8.3 Data Processing Agreement

To the extent that Zilos processes personal data on your behalf, we do so in compliance with applicable data protection laws. Our data processing practices are described in our Privacy Policy. Enterprise customers may request a formal Data Processing Agreement (DPA) by contacting us at support@zilos.ai.

8.4 Data Retention and Export

We retain Your Data for the duration of your subscription and for a reasonable period thereafter as necessary to comply with legal obligations. Upon termination, you may request export of Your Data in a machine-readable format within 30 days after termination, after which we may permanently delete Your Data.

9. Service Availability and Support

9.1 Availability

We strive to maintain high availability of the Service but do not guarantee uninterrupted or error-free operation. The Service may be temporarily unavailable due to scheduled maintenance, updates, or circumstances beyond our reasonable control.

9.2 Modifications to the Service

We reserve the right to modify, update, or discontinue any feature or functionality of the Service at any time. We will provide reasonable notice of material changes that may adversely affect your use of the Service. Continued use of the Service after such changes constitutes your acceptance of the modified Service.

9.3 Support

Support availability and response times are determined by your subscription tier. We endeavor to respond to all support inquiries in a timely manner but make no guarantees regarding resolution times unless specified in a separate service-level agreement.

10. Limitation of Liability

10.1 Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. ZILOS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. ZILOS DOES NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, OR BE ERROR-FREE.

10.2 AI-Specific Disclaimer

WITHOUT LIMITING THE FOREGOING, ZILOS EXPRESSLY DISCLAIMS ANY WARRANTY REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY AI-GENERATED OUTPUT, RECOMMENDATION, INSIGHT, OR AUTOMATED DECISION. YOU ACKNOWLEDGE THAT AI MODELS MAY PRODUCE ERRORS, HALLUCINATIONS, OR BIASED RESULTS, AND THAT YOU ARE SOLELY RESPONSIBLE FOR VERIFYING AND VALIDATING ANY AI OUTPUT BEFORE RELYING ON IT.

10.3 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ZILOS, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY.

10.4 Cap on Liability

Our total aggregate liability for any claims arising out of or related to these Terms or the Service shall not exceed the greater of (a) the total fees paid by you to Zilos during the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred US dollars ($100).

11. Indemnification

You agree to indemnify, defend, and hold harmless Zilos AI, Inc. and its affiliates, officers, directors, employees, contractors, agents, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service or any activity under your account
• Your breach of these Terms or any applicable law or regulation
• Your data or content uploaded to the Service, including any claim that Your Data infringes upon the rights of a third party
• Decisions made or actions taken based on AI-generated outputs from the Service
• Your failure to obtain necessary consents for data processed through the Service

12. Termination

12.1 Termination by You

You may terminate your account at any time by contacting us or through the account settings. Termination will become effective at the end of the current billing period. No refunds will be issued for the remaining unused portion of the current billing period.

12.2 Termination by Zilos

We may suspend or terminate your access to the Service immediately, without prior notice, if:

• You breach any material provision of these Terms
• You fail to pay any fees when due
• Your use poses a security risk to the Service or other users
• We are required to do so by law or regulation
• Your account shows no activity for an extended period (we will notify you before any such action)

12.3 Effects of Termination

Upon termination, your right to use the Service ceases immediately. Sections of these Terms that by their nature should survive termination shall survive, including but not limited to Intellectual Property Rights, Limitation of Liability, Indemnification, and Governing Law.

13. Third-Party Services and Integrations

The Service may integrate with or provide access to third-party services, platforms, and content (e.g., Square, Google Business Profile, Trustpilot, Stripe). These third-party services are governed by their own terms and privacy policies, which we encourage you to review.

Zilos does not endorse, control, or assume responsibility for any third-party service. We are not liable for any loss or damage caused by your reliance on or use of third-party services accessed through our platform. Any data shared with third-party services through Zilos integrations is subject to those services' terms and policies.

14. Data Protection and International Compliance

14.1 GDPR (European Users)

If you are located in the European Economic Area (EEA) or United Kingdom, the processing of personal data through the Service is conducted in compliance with the General Data Protection Regulation (GDPR). Our lawful bases for processing include contract performance, legitimate interests, consent, and legal obligations. You may exercise your rights under GDPR, including access, rectification, erasure, restriction, portability, and objection, by contacting us at support@zilos.ai.

14.2 CCPA (California Users)

California residents have specific rights under the California Consumer Privacy Act (CCPA), including the right to know, delete, and opt-out of the sale of personal information. We do not sell personal information. For more details, see our Privacy Policy.

14.3 International Data Transfers

Your Data may be transferred to and processed in jurisdictions outside your country of residence. We implement appropriate safeguards, including Standard Contractual Clauses (SCCs), to ensure adequate protection of data transferred internationally.

14.4 AI Regulation Compliance

We monitor and endeavor to comply with emerging AI-specific regulations, including the EU AI Act, as they become applicable. Our AI systems are designed with transparency, fairness, and human oversight principles in mind.

15. Dispute Resolution

15.1 Informal Resolution

Before initiating any formal proceedings, you agree to first contact us at support@zilos.ai to attempt to resolve any dispute informally. We will endeavor to resolve disputes within 30 days of receipt of your notice.

15.2 Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms that cannot be resolved informally shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association (AAA) or an equivalent body in the applicable jurisdiction. The arbitration shall be conducted in English and the seat of arbitration shall be Delaware, United States, unless otherwise agreed.

15.3 Class Action Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You expressly waive the right to participate in a class action or class arbitration.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. For users in the European Economic Area, nothing in these Terms shall deprive you of the protection afforded by mandatory provisions of the law of your country of residence.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any applicable service-level agreements or order forms, constitute the entire agreement between you and Zilos and supersede all prior or contemporaneous agreements, representations, and understandings.

17.2 Severability

If any provision of these Terms is held to be unenforceable or invalid, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

17.4 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets.

17.5 Force Majeure

Zilos shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, pandemics, war, terrorism, labor disputes, government actions, internet or telecommunications failures, or cyberattacks.

17.6 Notices

Notices to you may be provided via email to the address associated with your account or through the Service. Notices to us must be sent to support@zilos.ai.

18. Changes to These Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will update the "Last updated" date at the top of this page and notify you via email or through the Service at least 30 days before the changes take effect. Your continued use of the Service after the effective date of the revised Terms constitutes your acceptance of the changes.

If you do not agree to the updated Terms, you must stop using the Service and may terminate your account.

19. Contact Us

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