Terms of Service#Last update: Aug 22, 2022
If you signed a separate Cover Page to access the Zuplo Cloud Service with the same account, and that agreement has not ended, the terms below do not apply to you. Instead, your separate Cover Page applies to your use of the Product.
This Agreement is between Zuplo, Inc. and the company or person accessing or using the Cloud Service. This Agreement consists of: (1) the Order Form and (2) the Key Terms, both of which are on the Cover Page below, and (3) the Common Paper Cloud Service Standard Terms Version 1.0 (“Standard Terms"). Any modifications to the Standard Terms made in the Cover Page will control over conflicts with the Standard Terms. Capitalized words have the meanings given in the Cover Page or the Standard Terms.
If you are accessing or using the Cloud Service on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company. By signing up, accessing, or using the Product, Customer indicates its acceptance of this Agreement and agrees to be bound by the terms and conditions of this Agreement.
Cloud Service: The Cloud Service is an API Management platform comprised of two primary runtime components: (i) an edge API gateway that handles incoming API requests and applies policies to enforce a customer's desired authentication and traffic management requirements, and (ii) an interactive developer portal (the “Runtime Components"). The Cloud Service also includes: (iii) development-time components comprised of a web development portal (portal.zuplo.com) and build service
Subscription Start Date: The Effective Date
Subscription Period: One month
Non-Renewal Notice Period: At least 7 days before the end of the current Subscription Period.
Fees: Section 5.2 of the Standard Terms is replaced with: Certain parts of the Product have different pricing plans, which are available at Provider's pricing page. Within the Payment Period, Customer will pay Provider fees based on the Product tier selected at the time of account creation and Customer's usage per Subscription Period. Provider may update Product pricing by giving at least 30 days notice to Customer (including by email or notification within the Product), and the change will apply in the next Subscription Period.
Payment Period: 5 days from the last day of the Subscription Period.
Invoice Period: Modifying the third sentence of Section 5.1 of the Standard Terms, invoices are available upon request.
Customer: The company or person who accesses or uses the Product. If the person accepting this Agreement is doing so on behalf of a company, all use of the word “Customer" in the Agreement will mean that company.
Provider: Zuplo Inc.
Effective Date: The date Customer first accepts this Agreement.
Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights.
Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else's intellectual property or other proprietary rights; or (2) results from Customer's breach or alleged breach of Section 2.1 (Restrictions on Customer).
General Cap Amount: 1x the fees paid or payable by Customer to Provider in the 12-month period immediately before the claim.
Increased Cap Amount: 5x the fees paid or payable by Customer to Provider in the 12 month period immediately before the claim.
Increased Claims: Breach of Section 4 (Privacy & Security). Breach of Section 12 (Confidentiality) (however, excluding any data or security breaches)
Governing Law: The laws of the State of Delaware
Chosen Courts: The state and federal courts located in Wilmington, Delaware
For Provider: email@example.com
For Customer: The main email address for Customer's account
Changes to the Standard Terms
Publicity Rights: Provider may identify Customer and use Customer's logo and trademarks Provider's website and in marketing materials to identify Customer as a user of the Product. Customer hereby grants Provider a non-exclusive, royalty-free license to do so in connection with any marketing, promotion, or advertising of Provider or the Product during the length of the Agreement.
Security Policy: Security Policy available at https://zuplo.com/docs/security
Agreement Updates: The Standard Terms will never change. However, modifying Section 14.2 of the Standard Terms, Provider may update the Cover Page by posting a new version on Provider's website. Provider will attempt to inform Customer of the updates through the Product or by email.