ZIQARA INC. TERMS AND CONDITIONS

1. Acceptance of Terms

By accessing or using Ziqara's platform ("Service"), you agree to be bound by these Terms and Conditions ("Terms"). If you disagree with any part, you may not access the Service.

These Terms apply to all users, including Company Administrators, Team Administrators, and Team Members.

2. Description of Service

Ziqara provides an AI-native enterprise knowledge management platform that enables organizations to:

• Store, search, and retrieve company documents and data
• Interact with an AI chatbot trained on company knowledge
• Integrate with third-party services (Google Drive, Slack, Microsoft Teams, etc.)
• Conduct and transcribe meetings with intelligent summarization
• Manage team-based permissions and access controls

3. Account Registration

3.1 Eligibility

• You must be at least 18 years old
• You must represent a legitimate business or organization
• You must provide accurate and complete registration information

3.2 Account Security

• You are responsible for maintaining the confidentiality of your password
• You are responsible for all activities under your account
• Notify us immediately of any unauthorized access
• We are not liable for losses from unauthorized account use

3.3 Company Accounts

• Company Administrators manage user access and permissions
• Administrators are responsible for their users' compliance with these Terms
• Organizations must ensure proper authorization for data uploads

4. User Roles and Permissions

4.1 Super Administrator (Primary Admin)

• Full access to all company data and settings
• Can create and manage teams
• Can assign and revoke admin privileges
• Can access all team spaces and files

4.2 Team Administrator

• Full control over assigned team space
• Can add/remove team members
• Can manage team-specific files and permissions
• Cannot access other teams' private data

4.3 Team Member

• Access to chat, search, and cloud features
• Can view files based on assigned permissions
• Can upload files subject to approval workflows
• Limited administrative capabilities

5. Acceptable Use Policy

5.1 Permitted Uses

You may use the Service for:

• Legitimate business operations and knowledge management
• Team collaboration and information sharing
• AI-assisted research and content creation
• Integration with authorized third-party services

5.2 Prohibited Uses

You may NOT:

• Upload illegal, harmful, or malicious content
• Violate intellectual property rights
• Transmit viruses, malware, or harmful code
• Attempt to gain unauthorized access to our systems
• Reverse engineer, decompile, or disassemble the Service
• Use the Service for spam, phishing, or fraudulent activities
• Impersonate others or misrepresent your identity
• Scrape, crawl, or harvest data from the platform
• Resell or redistribute the Service without authorization
• Use the Service to develop competing products
• Upload content containing personal data of minors
• Violate any applicable laws or regulations

5.3 Content Responsibility

• You are solely responsible for all content you upload
• You must have rights to upload and process all content
• You must comply with all applicable data protection laws
• You warrant that your content does not infringe third-party rights

6. Intellectual Property Rights

6.1 Your Content

• You retain all ownership rights to content you upload
• You grant us a license to process, store, and display your content solely to provide the Service
• This license terminates when you delete content or close your account

6.2 Our Platform

• Ziqara owns all rights to the platform, software, and technology
• Our trademarks, logos, and branding are protected
• You may not use our intellectual property without written permission

6.3 AI-Generated Content

• Content generated by our AI based on your data belongs to you
• We claim no ownership of AI outputs created from your content
• You are responsible for reviewing AI-generated content before use

7. Pricing and Payment

7.1 Subscription Plans

• Tier 1: $25/user/month (up to 50 users, 100GB storage)
• Tier 2: $20/user/month (50-500 users, 500GB storage)
• Tier 3: $15/user/month (500+ users, custom storage)

7.2 Overage Fees

• Storage: $50 per additional 100GB
• AI Queries: $0.10 per 1,000 queries over base allowanc

7.3 Late Payments

• Accounts may be suspended for non-payment
• We may charge interest on overdue amounts
• You remain responsible for all fees during suspension

8. Third-Party Integrations

8.1 Authorization

• You authorize us to access third-party services on your behalf
• You must have proper permissions to connect organizational accounts
• You are responsible for managing integration permissions

8.2 Third-Party Terms

• Integrated services have their own terms and privacy policies
• We are not responsible for third-party service performance
• Integration availability may change without notice

8.3 Data Synchronization

• We sync data from connected services according to your settings
• You can disconnect integrations at any time
• Synced data remains subject to our Privacy Policy

9. Data Usage and AI Processing

9.1 AI Processing

• We use AI models to analyze and process your content
• AI processing is necessary for core service functionality
• We send data to third-party AI providers (OpenAI) for processing
• Your data is not used to train AI models

9.2 Meeting Transcriptions

• Meeting audio is transcribed using AI services
• Transcriptions are stored according to your permission settings
• You are responsible for obtaining consent from meeting participants

9.3 Search and Retrieval

• We create vector embeddings of your content for semantic search
• Embeddings are stored securely in our database
• Search results respect team-level permissions

10. Service Availability and Support

10.1 Uptime

• We strive for 99.9% uptime but do not guarantee it
• Scheduled maintenance will be announced in advance
• We are not liable for service interruptions

10.2 Support

• Support is provided via email (enterpise@ziqara.com)
• We reserve the right to refuse support for Terms violations

10.3 Updates and Modifications

• We may update the platform at any time
• New features may be added or removed
• We will notify you of material changes

11. Termination

11.1 Termination by You

• You may cancel your subscription at any time
• Cancellation takes effect at the end of the billing period
• No refunds for partial months

11.2 Termination by Us

We may suspend or terminate your account immediately if:

• You violate these Terms
• You fail to pay fees
• You engage in fraudulent activity
• Required by law
• We discontinue the Service (with 30 days' notice)

11.3 Effect of Termination

• You lose access to the Service immediately
• Your data will be deleted within 30 days
• You may request a data export before termination
• All outstanding fees become due immediately

12. Disclaimers and Limitations of Liability

12.1 Service "As Is"

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability or fitness for a particular purpose
• Warranties of non-infringement
• Warranties of accuracy, reliability, or completeness of AI-generated content
• Warranties of uninterrupted or error-free service

12.2 AI Content Disclaimer

• AI-generated content may contain errors or inaccuracies
• You must verify AI outputs before relying on them
• We are not responsible for decisions made based on AI content
• AI does not provide professional advice (legal, medical, financial, etc.)

12.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZIQARA SHALL NOT BE LIABLE FOR:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Service interruptions or data loss
• Third-party actions or content
• Unauthorized access to your account

OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.

12.4 Exceptions

Some jurisdictions do not allow limitation of certain warranties or liabilities. In such cases, our liability is limited to the extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless Ziqara, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your content or data uploaded to the platform
• Your violation of third-party rights
• Your violation of applicable laws

14. Dispute Resolution

14.1 Governing Law

These Terms are governed by the laws of the State of New York, United States, without regard to conflict of law provisions.

14.2 Arbitration

Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the American Arbitration Association's rules, except that:

• You may bring claims in small claims court if they qualify
• Either party may seek injunctive relief in court for intellectual property disputes

14.3 Class Action Waiver

You agree to resolve disputes individually, not as part of a class action or collective action.

14.4 Venue

If arbitration is unavailable, disputes shall be resolved in state or federal courts located in New York County, New York.

15. Miscellaneous

15.1 Entire Agreement

These Terms, along with our Privacy Policy, constitute the entire agreement between you and Ziqara.

15.2 Severability

If any provision is found unenforceable, the remaining provisions remain in effect.

15.3 Waiver

Our failure to enforce any right does not waive that right.

15.4 Assignment

You may not assign these Terms without our consent. We may assign these Terms without restriction.

15.5 Force Majeure

We are not liable for failure to perform due to circumstances beyond our reasonable control.

15.6 Export Controls

You agree to comply with all applicable export control laws.

15.7 Government Users

If you are a U.S. government entity, the Service is provided as "Commercial Computer Software" with restricted rights.

16. Changes to Terms

We may modify these Terms at any time. We will notify you of material changes via:

• Email to your registered address
• Notice on our platform
• Updated "Last Updated" date

Continued use after changes constitutes acceptance. If you disagree with changes, you must stop using the Service.

17. Contact Information

For questions about these Terms: