1. Introduction & Agreement
1.1. About Zyntro
These Terms of Use (“Terms”) govern your access to and use of the Zyntro platform, websites, applications, products, and services (collectively, the “Services”). The Services are owned and operated by Zyntro, Inc., a Delaware corporation (“Zyntro”, “we”, “our”, or “us”).
1.2. Acceptance of Terms
By accessing or using the Services, creating an account, or enabling any Zyntro module, you agree to be bound by these Terms, together with our Privacy Policy, Data Processing Addendum (where applicable), and any other service-specific terms incorporated by reference (collectively, the “Agreement”).
If you are using the Services on behalf of a business or organization, you represent and warrant that you have the authority to bind that entity to this Agreement.
If you do not agree to the Agreement, you must not use the Services.
1.3. Business Use Only
The Services are designed for commercial use by businesses and organizations. They are not intended for individual consumer use. By using the Services, you confirm that you are acting in a business capacity.
1.4. Updates to These Terms
We may update or modify these Terms from time to time. When changes are made, we will post the revised Terms and update the “Last Updated” date. Your continued use of the Services after the effective date of any changes constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must discontinue use of the Services.
1.5. Governing Documents
Your use of certain modules (including Segmentation Intelligence, Programmed Intelligence, Phona AI Voice, Website Builder, CRM, email/SMS tools, and other advanced features) may be subject to additional terms, policies, and guidelines. Those terms form part of this Agreement.
1.6. Contact Information
If you have questions about these Terms, please contact us at:
legal@zyntro.com
2. Definitions
For purposes of this Agreement, the following terms have the meanings below. These definitions apply across all Zyntro modules and features.
2.1. “Account”
The business account you create to access and use the Services, including any associated administrator or authorized user profiles.
2.2. “Authorized Users”
Individuals who are permitted by you to access the Services under your Account (including employees, contractors, and agents).
You are responsible for all actions taken by Authorized Users.
2.3. “Customer”, “you”, or “your”
The business, organization, or entity accepting this Agreement, including its Authorized Users.
2.4. “Customer Content”
Any content, text, data, images, audio, video, prompts, scripts, designs, brand assets, instructions, or materials that you upload, submit, or provide to the Services.
This includes content created using the Website Builder, CRM, Funnels, Forms, and all other modules.
2.5. “Customer Data”
All information and data submitted, stored, or ingested into the Services by you or on your behalf, including:
Customer Data excludes Usage Data and Derived Data (defined below).
2.6. “Output”
Any text, audio, image, workflow, segmentation, or other content generated by Zyntro’s AI models based on Customer Content, Customer Data, or user instructions.
You are responsible for reviewing Output before using or distributing it.
2.7. “Usage Data”
Data about your use of the Services, including logs, metadata, performance metrics, device information, feature usage, timestamp information, and analytics.
Usage Data does not include Customer Data.
2.8. “Derived Data”
Data or insights generated by the Services through processing Customer Data or usage patterns, in anonymized or aggregated form, such as:
2.9. “Modules”
Specific product areas or feature categories within the Zyntro platform, including but not limited to:
2.10. “Automations” or “Workflows”
Any actions, triggers, segment rules, scheduled routines, campaigns, tasks, or system-executed processes configured by you within the Services, including those created or influenced by AI features.
Customer is responsible for all Automations fired under its Account.
2.11. “Third-Party Services”
Any external platform, product, service, integration, or API used in connection with the Services, including email providers, SMS gateways, calendar systems, CRMs, PSTN/SIP carriers, cloud AI models, and data enrichment tools.
2.12. “Beta Features”
Features or Modules identified as experimental, preview, early access, or beta.
Beta Features may be incomplete, unstable, or change without notice.
2.13. “Agreement”
Collectively, these Terms of Use, the Privacy Policy, the Data Processing Addendum (where applicable), and any module-specific or feature-specific terms referenced or incorporated by Zyntro.
3. Scope of Services
3.1. Overview
Zyntro is an AI-powered business platform that provides tools for content creation, automation, customer engagement, segmentation, workflow execution, communication, website building, CRM management, analytics, and other related business functions (collectively, the “Services”). The Services are modular, and you may activate or use one or more Modules depending on your subscription plan.
3.2. Service Nature
The Services combine algorithmic processing, artificial intelligence, machine learning, deterministic logic, and user-configured rules to help automate and streamline business processes. While the Services can generate content, recommend actions, classify contacts, organize data, or execute workflows, all decisions, outputs, and automations require your review, oversight, and approval.
3.3. No Professional Services or Advisory Role
Zyntro combines algorithmic processing, artificial intelligence, machine learning, deterministic logic, and user-configured rules to help automate and streamline business processes. Some features—such as Segmentation Intelligence and Programmed Intelligence—may operate autonomously within the boundaries of your configuration, data, thresholds, and brand parameters.
While certain Modules may not require manual approval for every action or classification, you control the guardrails within which they operate, including quality thresholds, data inputs, triggers, messaging, campaign logic, and workflow permissions.
Zyntro does not independently validate whether your settings, thresholds, or inputs are correct.
3.4. Customer Control & Responsibility
You are solely responsible for:
Certain Modules—including but not limited to Segmentation Intelligence and Programmed Intelligence—may execute actions without manual approval. By enabling these Modules or setting quality thresholds, you authorize Zyntro to act according to those rules and accept full responsibility for the outcomes of such actions.
Zyntro does not monitor, validate, or independently review your automations, segmentation logic, workflows, or thresholds.
3.5. Third-Party Dependencies
Certain features rely on integrations or third-party providers, including SMS and email gateways, PSTN/SIP carriers, cloud AI models, analytics tools, calendar systems, and CRM systems. These services may have their own terms, policies, limitations, and uptime constraints.
Zyntro is not responsible for:
Your use of such third-party services is subject to their respective terms.
3.6. Evolving Services
Zyntro may introduce new Modules, retire older features, or update the platform as part of continuous improvement. We reserve the right to modify, suspend, or discontinue any feature or Module at any time, with or without notice.
When we introduce new features:
3.7. No Guarantee of Outcomes
Business outcomes depend on many factors outside our control, including the accuracy of Customer Data, your targeting decisions, strategy, market conditions, team behavior, and how you configure the Services.
Zyntro makes no guarantee regarding:
All outputs and actions must be evaluated by you based on your business needs.
4. AI-Generated Output & Automation Disclaimer
4.1. Nature of AI and Automation
The Services use artificial intelligence, machine learning, probabilistic models, pattern recognition, and user-defined rules to generate content, classify data, score leads, build segments, identify signals, and execute automations or workflows.
AI systems can behave unexpectedly, may produce incorrect or incomplete output, and may make inferences that do not match your intended business logic.
You acknowledge and agree that AI-generated results may be inaccurate, non-unique, unpredictable, or require manual or contextual review.
4.2. Autonomous Modules
Certain Modules, including Segmentation Intelligence (SI) and Programmed Intelligence (PI), may operate autonomously based on:
By enabling these Modules, you authorize Zyntro to act within those parameters without requiring per-action approval.
4.3. Your Responsibility for Output and Actions
You are solely responsible for:
Zyntro does not review, moderate, approve, or verify any Output, segmentation, targeting decisions, or system actions taken under your Account.
4.4. No Accuracy or Performance Guarantees
Zyntro makes no warranty and provides no guarantee that Output, segmentation, or automation will be:
All Output and automated actions are provided “as-is”, and you rely on them at your own risk.
4.5. No Responsibility for Business Outcomes
Zyntro is not responsible or liable for any outcome arising from:
This includes (without limitation):
All such risks remain your responsibility.
4.6. No Agency Relationship
AI-generated actions do not create:
You retain full control and responsibility for deciding how and whether to use, publish, or rely on any Output or automation generated by the Services.
4.7. Human Review Requirement
You must ensure appropriate human oversight of:
Zyntro bears no responsibility for errors resulting from lack of review or from trusting automated outputs without verification.
5. Customer Responsibilities
5.1. Accuracy of Customer Data
You are solely responsible for the accuracy, quality, legality, and completeness of all Customer Data and Customer Content submitted, imported, or generated under your Account.
Zyntro does not verify or validate Customer Data, and all processing of Customer Data is performed based on what you provide or enable.
5.2. Configuration of Automations, Segments, and Workflows
You are fully responsible for configuring, managing, testing, and reviewing all:
Any action executed under your Account—whether manual, AI-assisted, or fully automated—occurs with your authorization.
Zyntro is not responsible for unintended, incorrect, or undesirable outcomes caused by your configuration or lack of oversight.
5.3. Review and Approval of Outputs
You must review all:
before publishing, sending, or relying on them.
Zyntro does not guarantee the accuracy or appropriateness of any Output.
5.4. Compliance With Laws and Regulations
You are responsible for ensuring that:
comply with all applicable laws, including (where relevant):
Zyntro does not provide legal advice and does not monitor your compliance with these obligations.
5.5. Responsibility for End Users and Contacts
You acknowledge that:
Zyntro does not acquire rights in, or take responsibility for, your relationship with your contacts, leads, clients, or users.
5.6. Security of Your Account
You are responsible for:
You are liable for all actions taken through your Account, whether authorized or unauthorized.
5.7. Use of Third-Party Services
You are responsible for maintaining your own accounts with required third-party services (e.g., email/SMS gateways, Twilio/PSTN providers, calendars, CRMs, payment processors).
You must ensure:
Zyntro is not liable for issues arising from these integrations.
5.8. Monitoring and Oversight
You must maintain ongoing oversight of:
AND take corrective action when needed.
Failure to monitor does not shift responsibility to Zyntro.
5.9. Prohibited Behaviour
You agree not to:
Any breach may lead to suspension or termination.
5.10. Liability for Your Decisions
You acknowledge and agree that:
This includes business, operational, financial, regulatory, and reputational impacts.
.11. Compliance With Telemarketing, SMS, Robocall, and Communication Laws
You are solely responsible for ensuring that your use of the Services—including any use of AI-powered calling (such as Phona), automated dialing, SMS or text messaging, ringless voicemail, email, or other outreach—fully complies with all applicable state, federal, and international laws and regulations, including but not limited to:
This includes responsibility for:
Zyntro does not determine, validate, or enforce whether your use of the Services complies with these laws.
5.12. No Compliance Monitoring or Legal Oversight by Zyntro
Zyntro is not responsible for:
Zyntro does not act as a legal watchdog, compliance officer, or regulatory gatekeeper.
5.13. Optional Audits Do Not Create Liability
Zyntro may, at its discretion, review or audit your forms, landing pages, website pages, funnels, disclaimers, or communication practices for general adherence to best practices.
However:
The customer remains solely responsible for ensuring that all communications and related practices comply with applicable laws.
6. Account Registration & Eligibility
6.1. Business Use Only
The Services are intended for use by businesses, organizations, and professional entities. By creating an Account or using the Services, you represent and warrant that you are doing so in a business capacity and not as an individual consumer.
6.2. Minimum Age Requirement
The Services are not intended for use by individuals under 18 years of age.
By creating an Account, you represent that you are at least 18 and have the legal capacity to enter into this Agreement.
6.3. Account Creation
To use the Services, you must create an Account and provide accurate, current, and complete information. You agree to promptly update your Account information if it changes.
Zyntro may reject, suspend, or terminate Accounts that contain incomplete, misleading, offensive, or impersonated information.
6.4. Authority to Bind an Entity
If you create an Account on behalf of a company, agency, or other organization, you represent and warrant that:
6.5. Responsibility for Access Credentials
You are responsible for safeguarding your Account credentials, API keys, authentication tokens, and any other access methods. You agree to:
Zyntro is not liable for any loss or damage resulting from unauthorized access caused by your failure to protect your credentials.
6.6. Authorized Users
You are responsible for:
Misuse by any Authorized User constitutes misuse by the Customer.
6.7. Prohibited Account Activity
You agree not to:
Zyntro may suspend or terminate Accounts involved in prohibited activity.
6.8. Account Suspension or Termination
Zyntro may suspend or terminate your Account immediately, with or without notice, if:
Termination does not relieve you of any fees owed.
6.9. Data Access After Termination
Upon termination:
A formal retention period will be defined in the Data Processing section.
7. Payment Terms
7.1. Fees for the Services
Zyntro offers a combination of:
Your access to certain Modules or features may require payment of one or more of these fee types.
All fees are non-refundable, unless otherwise required by applicable law.
7.2. Subscription Plans
Subscription plans are billed on a recurring monthly basis (or annually, if available and selected).
Your subscription will renew automatically at the end of each billing cycle unless cancelled prior to renewal.
Subscription fees grant access to platform features but do not include usage-based or communication-based fees, which are billed separately.
7.3. Usage-Based Fees
Certain features incur usage charges, including but not limited to:
These charges are deducted from your Zyntro Wallet (see Section 7.7).
Usage fees are incurred at the moment the service is executed, regardless of the outcome or your subjective satisfaction with the output.
Because Zyntro is charged by upstream providers (e.g., cloud models, image engines, carriers), usage fees cannot be reversed or refunded.
7.4. Communication Fees (Calls, SMS, Voice AI)
Communication-related services—including AI phone calls, SMS, voice synthesis, and carrier-related delivery—are billed per unit or per minute, depending on the region and communication type.
Communication fees include:
These charges are deducted from your Zyntro Wallet and may fluctuate based on carrier pricing.
7.5. Onboarding Fees
Zyntro may charge a fixed, one-time onboarding fee, which covers setup, environment configuration, implementation, or initial technical work.
Onboarding fees are non-refundable and may be invoiced separately.
7.6. Enterprise, Customization & Professional Services Fees
Enterprise clients may require:
These services are billed via separate invoices and payable via bank transfer, ACH, wire, or other methods elected by Zyntro.
Payment terms for enterprise invoices (e.g., Net-15, Net-30) are specified on the invoice and must be honored to avoid service disruption.
7.7. Zyntro Wallet & Auto Top-Up
A Zyntro Wallet is provided for each Account.
Wallet balances do not expire, but remain non-refundable.
7.8. Payment Methods
Zyntro supports:
Zyntro does not store any credit card information on its servers.
All financial information is handled by secure third-party payment processors.
7.9. Currency; Non-USD Pricing
All pricing is in United States Dollars (USD).
If pricing is displayed in another currency, it is for convenience only.
All charges, billing, and settlements occur in USD, regardless of customer location.
7.10. Fee Changes
Zyntro may update or revise pricing for subscriptions, usage fees, communication rates, or enterprise services.
We will provide reasonable notice before subscription price increases.
Usage-based and communication-based fees may change without prior notice due to fluctuations in upstream carrier or vendor costs.
Your continued use of the Services after fee changes constitutes acceptance.
7.11. Taxes
Fees are exclusive of taxes unless stated otherwise.
You are responsible for:
Zyntro may add applicable taxes to invoices where required by law.
7.12. Failed Payments & Suspension
If any payment is declined, reversed, or overdue:
Zyntro is not responsible for any business loss caused by suspension due to non-payment.
7.13. No Refunds
All fees—including onboarding fees, subscription fees, usage-based fees, wallet top-ups, and communication costs—are non-refundable.
This includes scenarios where:
Zyntro incurs upstream charges regardless of outcome; therefore, credits cannot be reversed.
7.14. Billing Disputes
If you believe a charge is incorrect, you must notify Zyntro within 10 days of the charge date.
After that window, the charge is deemed accepted and final.
Zyntro will investigate good-faith disputes but has no obligation to reverse charges that are accurate or stem from your usage.
8. Fair Use & Acceptable Use Policy
Zyntro’s Acceptable Use Policy (“AUP”) applies to all users and governs how the Services may be accessed and used. Violations may result in throttling, suspension, termination, or legal action.
8.1. Acceptable Use Rules
You agree not to use the Services to:
(a) Break the Law
Use the Services in any way that violates any applicable local, state, federal, or international law, regulation, or industry standard, including but not limited to:
(b) Harm or Exploit Individuals
Use the Services to:
(c) Generate Misleading, Harmful, or Deceptive Content
Use the Services to:
(d) Engage in Unlawful Telemarketing, Robocalling, SMS, or AI Calling
Use the Services to:
(See also §5.11–5.13 for customer obligations.)
(e) Create or Distribute Harmful Software
Use the Services to:
(f) Abuse or Manipulate AI Models
Use the Services to:
(g) Perform Competitive or Extractive Activities
Use the Services to:
(h) Interfere With Proper Functioning of the Platform
Use the Services to:
(i) Share Access or Credentials Improperly
You must not:
(j) Use for Prohibited Business Models
Zyntro cannot be used to facilitate:
Unless such operations are explicitly legal and authorized in the user’s jurisdiction AND approved in writing by Zyntro.
8.2. Fair Use Policy (FUP)
To ensure stability and high-quality service for all customers, Zyntro maintains a Fair Use Policy governing resource consumption.
(a) Reasonable Use
You agree to use the Services in a manner consistent with the normal, reasonable operation expected from a single business account as defined by:
(b) Excessive or Abusive Usage
Zyntro may throttle, restrict, or suspend your access if your usage:
We will make reasonable efforts to notify you, but immediate action may occur if usage impacts system stability.
(c) No Refunds for Fair Use Restrictions
If your access is throttled, paused, or restricted under the FUP, you are not entitled to refunds, credits, or compensation.
(d) Plan Upgrades for Excessive Use
Zyntro may require plan upgrades if:
Failure to upgrade may result in throttling or suspension.
(e) Dynamic Adjustment of Limits
Zyntro may adjust fair use thresholds at any time to maintain platform performance.
Where possible, prior notice will be provided.
9. Third-Party Services & Integrations
9.1. Use of Zyntro’s Third-Party Providers
Zyntro relies on third-party platforms, vendors, and infrastructure (“Third-Party Services”) to deliver core functionality.
These include, but are not limited to:
All outbound interactions (AI calls, email, SMS, outbound voice, image generation, content generation, etc.) occur through Zyntro’s own service accounts, not customer-provided ones.
Customers may not plug in, substitute, or override these providers with their own accounts unless explicitly permitted per §9.9.
9.2. No BYO (“Bring Your Own”) Keys or Accounts
Unless expressly enabled by Zyntro for a specific integration:
Zyntro fully manages vendor selection, provisioning, authentication, rate limits, and compliance.
9.3. Future Optional BYO Integrations
Zyntro may, at its discretion, introduce optional “Bring Your Own Key” integrations for specific tools or use cases (e.g., HeyGen, Higgsfield, or other media-generation platforms).
Such features:
No part of this Agreement grants customers advance rights to BYO integrations.
9.4. No Liability for Third-Party Services
Zyntro is not liable for:
Zyntro provides no warranty, express or implied, regarding the performance or availability of any Third-Party Service.
9.5. Customer Obligation to Follow Third-Party Rules
Even though Zyntro manages all vendor accounts, your usage must comply with the policies and rules of those Third-Party Services, including:
If your behavior causes, or risks causing:
Zyntro may immediately restrict or suspend your access to affected features.
9.6. No Guarantee of Availability or Delivery
Zyntro cannot guarantee:
These are dependent on Third-Party Services outside Zyntro’s control.
9.7. Data Shared With Third Parties
To operate specific features, Zyntro may transmit Customer Data or Output to Third-Party Services such as:
By using the Services, you authorize such data transfers.
All such transfers are subject to each provider’s privacy policy.
9.8. Entire Risk Remains With the Customer
You assume all risk associated with the use of features powered by Third-Party Services, including:
Zyntro is not responsible for any loss arising from third-party behavior.
9.9. Zyntro’s Right to Add or Remove Integrations
Zyntro may add, replace, or discontinue any Third-Party Service at any time.
This includes removing support for certain vendors if:
We will make reasonable efforts to notify customers of changes that materially impact functionality.
10. Voice, Calls, Phona & Call Recording
10.1. Overview of Voice & Call Features
Zyntro provides tools for initiating, receiving, and managing phone calls using AI-generated voices (“Phona”), along with call routing, voicemail, call transcription, and workflow automation features (“Voice Services”).
By enabling Voice Services, you authorize Zyntro to place or receive phone calls on your behalf through PSTN, SIP, VoIP, and carrier networks.
10.2. AI Voice Behavior & Limitations
Phona uses artificial intelligence to generate speech and respond dynamically during calls.
Due to the nature of AI systems:
Zyntro does not guarantee the accuracy, completeness, legality, or appropriateness of any statement made by Phona during a call.
You use AI voice features at your own risk.
10.3. Customer Responsibility for Call Scripts & Logic
You are solely responsible for:
Zyntro does not validate, monitor, or approve your call configurations.
10.4. Consent to AI-Generated Calling
You must ensure that all individuals contacted by Phona:
You acknowledge that many jurisdictions require clear disclosure that the caller is an AI system, and you agree to include such disclosures in your scripts where required.
10.5. Compliance With Telemarketing & Communication Laws
You are solely responsible for complying with all federal, state, and local laws governing automated calling, including but not limited to:
Zyntro does not provide legal advice and is not responsible for ensuring your use of Voice Services is compliant.
Zyntro does not act as a compliance monitor, legal watchdog, or regulatory advisor.
10.6. Call Recording & Transcription
Zyntro may record and/or transcribe calls depending on your settings.
You are solely responsible for:
Zyntro is not responsible for verifying or enforcing call recording consent requirements in your jurisdiction.
10.7. Carrier Rules, Filtering & Deliverability
Voice Services depend on third-party carriers. Carriers may:
Zyntro is not responsible for:
10.8. No Liability for AI Voice or Call-Related Outcomes
Zyntro is not liable for:
Your decision to rely on Phona-generated or automated calls is entirely at your own risk.
10.9. Customer Indemnification for Voice & Call Use
You agree to indemnify, defend, and hold harmless Zyntro from any claims, penalties, fines, damages, investigations, or legal actions arising out of:
This indemnification survives termination of your Account.
10.10. Immediate Suspension for Compliance Risk
Zyntro may immediately suspend Voice Services without notice if:
Suspension may be temporary or permanent at Zyntro’s discretion.
11. Data Ownership & Rights
11.1. Ownership of Customer Data
As between you and Zyntro:
You grant Zyntro the rights necessary to operate, maintain, and improve the Services as described below.
11.2. License Granted to Zyntro
By using the Services, you grant Zyntro a worldwide, royalty-free, non-exclusive license to:
This license is solely for the purpose of providing the Services, improving functionality, protecting system integrity, and fulfilling our obligations under this Agreement.
Zyntro does not resell Customer Data or make Customer Data available to other customers.
11.3. Ownership of Output
You own the Output generated for your Account, subject to:
Output may be subject to the intellectual property limitations of the underlying model provider (e.g., OpenAI). Zyntro provides no warranty regarding IP protectability of Output.
11.4. Zyntro Ownership of the Services
Zyntro owns:
Nothing in this Agreement transfers ownership of the Services to you.
11.5. Derived Data
Zyntro may create Derived Data, which includes:
Derived Data is owned exclusively by Zyntro and may be used to:
Derived Data does not include any personally identifiable or customer-identifying information in non-aggregated form.
11.6. Usage Data
Zyntro collects Usage Data, including:
Usage Data is owned by Zyntro and used to:
Usage Data never includes Customer Data or customer-specific content except where necessary for diagnostics.
11.7. Model Training & Data Isolation
Zyntro adheres to strict data isolation and privacy policies.
Unless explicitly enabled by you in a feature-specific setting:
If Zyntro introduces optional fine-tuning or private model training:
11.8. Data Retention
Zyntro retains Customer Data for as long as:
Upon Account termination:
Zyntro may retain logs or Derived Data, which do not contain personal or identifiable Customer Data.
11.9. Data Deletion Requests
You may request deletion of Customer Data through platform controls or by contacting Zyntro Support.
Zyntro will:
Zyntro cannot delete:
11.10. Responsibility for Backups
Zyntro provides reasonable backup and disaster recovery measures but does not guarantee:
It is your responsibility to export or back up Customer Data relevant to your operations.
11.11. Data Provided by End-Users
For data collected via:
You are solely responsible for:
Zyntro acts as a processor or service provider under applicable law.
12. Privacy & Data Processing
12.1. Privacy Policy Incorporated by Reference
Your use of the Services is also governed by Zyntro’s Privacy Policy, which explains:
The Privacy Policy is incorporated into these Terms by reference.
12.2. Roles of the Parties
Depending on the feature and jurisdiction:
This applies to data such as:
Zyntro processes this data solely on your instructions, except where required by law.
12.3. Customer Obligations as Data Controller
As the Data Controller, you are solely responsible for:
Zyntro provides tools, but you, not Zyntro, determine:
Zyntro does not act as your legal advisor.
12.4. Zyntro Obligations as Processor
As a Processor (or Service Provider):
Zyntro will:
Zyntro does not:
12.5. Subprocessors
Zyntro uses selected third-party providers to deliver parts of the Services. These subprocessors may process Customer Data.
Categories include:
A list of subprocessors may be maintained in the Privacy Policy or DPA.
By using the Services, you authorize Zyntro to use subprocessors as required.
12.6. International Transfers
Customer Data may be transferred or stored:
When required by law, Zyntro will implement appropriate safeguards for international transfers, which may include:
You acknowledge that global infrastructure is necessary to provide the Services.
12.7. Security Measures
Zyntro maintains reasonable, industry-standard security practices including:
Zyntro cannot guarantee that unauthorized third parties will never breach security measures.
You are responsible for maintaining:
12.8. Data Breach Notification
If Zyntro becomes aware of a confirmed personal data breach affecting Customer Data, we will:
Zyntro is not responsible for:
12.9. Customer Responsibility for Privacy Compliance
You are solely responsible for:
Zyntro does not monitor your compliance.
12.10. Shared Responsibility Model
Security and privacy are a shared responsibility:
You are responsible for:
12.11. Cookies, Tracking, and Website Scripts
If you use Zyntro:
You must:
Zyntro is not responsible for your cookie compliance obligations.
12.12. No Sensitive Data
You agree not to use the Services to collect, upload, or process the following categories of protected data unless explicitly permitted in writing:
Zyntro is not designed for regulated data environments (HIPAA, CJIS, PCI-DSS, etc.).
13. Ownership of the Platform, Intellectual Property & Proprietary Rights
13.1. Ownership of the Services
The Services—including the platform, modules, software, UI/UX, workflows, schemas, templates, data structures, automations, segmentation logic, programmed intelligence logic, and all associated intellectual property—are owned exclusively by Zyntro or its licensors.
This includes, without limitation:
Nothing in this Agreement transfers ownership of the Services to you.
13.2. License to Use the Services
Zyntro grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Services solely for your internal business operations.
This license does not include any rights to:
Any unauthorized use immediately terminates your license.
13.3. Strict Prohibition on Reverse Engineering
You agree not to:
Any reverse-engineering or attempt thereof constitutes material breach and may result in immediate termination, legal action, and damages.
13.4. No Competitive Use or Derivative Platforms
You may not:
This prohibition covers both direct, indirect, and disguised competitive activity.
13.5. Feedback Does Not Transfer Ownership
If you provide:
Then:
You irrevocably assign all rights in Feedback to Zyntro.
13.6. No Rights in Zyntro’s Models, Prompts, or Logic
You have no rights to:
All such materials constitute Zyntro’s proprietary trade secrets.
13.7. Protection of Trade Secrets
You acknowledge that:
You agree to protect Zyntro’s trade secrets with the same care you use to protect your own confidential information, and not less than reasonable care.
13.8. Restrictions on Data, Schema & Output Usage
You may not:
This ensures Zyntro remains the sole source of Zyntro-generated intelligence.
13.9. Trademark & Branding Restrictions
You may not:
Limited screenshots for approved cases (tutorials, documentation) must adhere to Zyntro’s brand guidelines.
13.10. Reservation of Rights
Zyntro reserves all rights not expressly granted herein.
14. Termination, Suspension & Account Closure
14.1. Termination by the Customer
You may terminate your Account at any time by:
Termination does not entitle you to:
All outstanding fees remain due upon termination.
14.2. Termination or Suspension by Zyntro (For Any Reason)
Zyntro may suspend or terminate your Account, access to specific features, or the entire Service at any time, with or without notice, for any reason, including but not limited to:
Zyntro has no obligation to provide warnings prior to suspension.
14.3. Immediate Suspension for High-Risk Activity
Zyntro may immediately suspend access to the Services where your activity poses (or appears to pose) a high level of risk, including:
The suspension may apply to specific features or the entire Account.
14.4. Termination for Cause
Zyntro may terminate your Account for cause, effective immediately, if you:
Termination for cause does not entitle you to:
14.5. Effect of Termination
Upon termination:
Termination does not limit Zyntro’s right to pursue unpaid fees or damages.
14.6. Data Access After Termination
After termination:
Zyntro is not liable for:
Zyntro retains Derived Data and Usage Data as described in Part 11.
14.7. Outstanding Fees Upon Termination
Termination does not eliminate your responsibility to pay:
Zyntro may pursue legal action or collections for unpaid balances.
14.8. No Liability for Termination
Zyntro is not liable for:
Termination does not give rise to:
All termination-related risk lies with the customer.
14.9. Reactivation
Reactivation, if offered, may require:
Zyntro may deny reactivation at its sole discretion.
14.10. Survival of Key Provisions
The following sections survive termination:
These continue to apply even after your Account is closed.
15. Disclaimers & Limitation of Liability
15.1. General Disclaimer
The Services, including all AI features, automations, workflows, segmentation, programmed intelligence, voice calling, content generation, websites, forms, and any related tools (“the Services”), are provided on an “AS IS” and “AS AVAILABLE” basis.
Zyntro makes no warranties, express or implied, including:
Your use of the Services is entirely at your own risk.
15.2. AI-Specific Disclaimer
Due to the nature of artificial intelligence:
Zyntro does not guarantee the accuracy, legality, or appropriateness of any AI-generated Output.
You are solely responsible for reviewing and approving Output before use.
15.3. No Liability for Segmentation Intelligence, Programmed Intelligence, or Automations
Zyntro is not liable for:
You accept full responsibility for the behavior of automations in your account.
15.4. No Liability for Communication Failures
Zyntro is not liable for:
All risks associated with communication channels lie with the customer.
15.5. No Liability for Customer Compliance Failures
Zyntro is not responsible for:
You assume all legal responsibility for how you use the Services.
15.6. No Liability for Customer Data Loss
Zyntro is not liable for:
You are responsible for exporting and backing up your data.
15.7. No Liability for Third-Party Services
Zyntro is not liable for problems caused by:
Zyntro provides no warranty regarding third-party performance.
15.8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ZYNTRO, ITS OWNERS, DIRECTORS, EMPLOYEES, CONTRACTORS, PARTNERS, OR AFFILIATES BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ANY OTHER FORM OF DAMAGES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY.
WITHOUT LIMITING THE FOREGOING, ZYNTRO SHALL HAVE NO LIABILITY WHATSOEVER FOR:
IF ANY LIABILITY IS FOUND NOTWITHSTANDING THE ABOVE EXCLUSIONS, SUCH LIABILITY SHALL BE LIMITED TO ONE U.S. DOLLAR (USD $1).
THIS LIMITATION REFLECTS THE ALLOCATION OF RISK UNDER WHICH ZYNTRO OFFERS THE SERVICES.
15.9. Essential Basis of the Bargain
You acknowledge that:
Without these limitations, Zyntro could not provide the Services at commercially viable pricing.
16. Indemnification
16.1. Customer Indemnification Obligations
You agree to indemnify, defend, and hold harmless Zyntro, its owners, directors, employees, contractors, affiliates, agents, licensors, and partners (“Indemnified Parties”) from and against any and all claims, actions, demands, investigations, penalties, fines, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:
(a) Your use of the Services
Including but not limited to:
(b) Your content
Including:
(c) Your violation of laws or regulations
Including (without limitation):
This includes all claims arising from your:
(d) Third-party claims
Claims from:
You cover all claims, lawsuits, complaints, and disputes initiated by third parties.
(e) AI output or decisions
This includes:
Zyntro is not responsible for what your AI outputs.
(f) Violations of third-party terms
Including but not limited to:
If your behavior causes enforcement, fines, or account restrictions, you indemnify Zyntro fully.
(g) Breach of these Terms
Any breach — including, without limitation:
16.2. Duty to Defend
Your indemnification obligations include:
Zyntro may participate in the defense at its own cost.
16.3. Zyntro’s Right to Step In
If you fail to promptly defend any claim, Zyntro may (but is not required to):
In such cases, you remain fully responsible for all associated costs.
16.4. Survival
Your indemnification obligations:
This ensures Zyntro is protected even if a claim arises long after you stop using the platform.
17. Governing Law & Dispute Resolution (Singapore Law + SIAC Arbitration)
17.1. Governing Law
These Terms, and any dispute, claim, or controversy arising out of or relating to the Services, will be governed exclusively by the laws of Singapore, without regard to any conflict of laws principles that would result in the application of laws of another jurisdiction.
You acknowledge and agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to these Terms or to any use of the Services.
17.2. Mandatory Arbitration (SIAC)
To the fullest extent permitted by law, any dispute, claim, or controversy arising out of or relating to:
shall be resolved exclusively through binding arbitration administered by the Singapore International Arbitration Centre (SIAC).
Arbitration rules
Costs
Each party shall bear its own legal fees and share arbitration costs equally, unless the arbitrator determines that a party acted in bad faith or abused the process.
17.3. Waiver of Class Actions
To the fullest extent permitted by law:
All disputes must be brought on an individual basis only.
You irrevocably waive any right to:
The arbitrator is expressly prohibited from consolidating claims or presiding over class, collective, group, or representative proceedings.
17.4. Waiver of Jury Trial
To the extent any dispute were ever permitted to proceed in a court of law (contrary to these Terms), you irrevocably waive any right to a trial by jury.
This clause survives termination of your account.
17.5. Limited Court Proceedings (Injunctive Relief Only)
Notwithstanding the arbitration clause:
Zyntro may bring an action in the courts of Singapore solely to obtain:
No other claims may be brought in court by either party.
You irrevocably submit to the exclusive jurisdiction of the courts of Singapore for such proceedings.
17.6. One-Year Limitation Period
ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE SERVICES MUST BE FILED WITH SIAC WITHIN ONE (1) YEAR after the event giving rise to the claim occurred.
After this period, you permanently forfeit the claim.
17.7. International Users
If you access the Services from outside Singapore:
17.8. Survival
The provisions of this Section 17:
18. Service Availability, Modifications, and Beta Features
18.1. No Guarantee of Availability
The Services may be temporarily or permanently unavailable, slowed, interrupted, or degraded for reasons including but not limited to:
Zyntro does not guarantee:
You agree that service interruptions are normal and expected in cloud-based AI systems.
18.2. No Service-Level Agreements (SLAs)
Unless explicitly stated in a separate, signed Enterprise Agreement:
This applies to both Zyntro's infrastructure and any upstream provider integrated into the platform.
18.3. Right to Modify, Improve, or Discontinue Services
Zyntro may, at any time and without notice:
You agree that such changes:
Zyntro assumes no liability for such changes.
18.4. Beta Features, Experimental Tools & Pre-Release Technology
Zyntro may offer access to:
All such features are provided “AS IS”, “AS AVAILABLE”, with:
You assume all risk associated with using beta or experimental features.
Zyntro may modify or remove these features at any time without notice.
18.5. Dependencies on Third-Party Services
The Services rely on external providers including, without limitation:
Zyntro is not responsible for:
You agree that any such disruptions do not constitute a failure of the Services.
18.6. Right to Perform Maintenance
Zyntro may perform:
This may cause temporary:
Zyntro is not liable for timing, duration, or impact of maintenance.
18.7. Changes Required for Compliance
Zyntro may modify or restrict features when required to:
These changes may:
No refunds or compensation will be provided for compliance-driven changes.
18.8. No Responsibility for Customer Misconfiguration
Zyntro is not responsible for issues caused by:
You are solely responsible for testing, validating, and reviewing all configuration changes within your account.
18.9. Survival
All disclaimers and limitations in this Section survive termination of your account.
19. Modifications to Terms
19.1. Right to Modify
Zyntro may modify, update, or replace these Terms at any time, in its sole discretion, with or without prior notice to you.
Such modifications may include, without limitation:
19.2. Method of Notification
Zyntro may notify you of material changes to the Terms by:
Notification is not required for changes that:
19.3. Binding Effect of Updated Terms
Your continued use of the Services after updated Terms are posted constitutes:
If you do not agree to the updated Terms, you must stop using the Services immediately and close your account.
19.4. No Obligation to Maintain Historical Versions
Zyntro is not required to retain or provide access to previous versions of the Terms.
The version currently posted on the website is the governing version.
19.5. Modifications Required by Law or Third-Party Providers
Zyntro may modify the Terms immediately, without prior notice, to:
These changes remain binding upon publication.
19.6. Survival
This Section survives termination of your account.
20. Waiver & Severability
20.1. No Waiver
No failure or delay by Zyntro to enforce any term, condition, or provision of these Terms shall be deemed a waiver of such term or of the right to enforce it at any time thereafter.
Any waiver by Zyntro must be:
No other communication or conduct shall constitute a waiver.
20.2. Severability
If any provision of these Terms is held to be invalid, illegal, void, or unenforceable by a court or arbitrator of competent jurisdiction:
Under no circumstances shall the invalidity of one clause affect the validity or enforceability of the remainder of the Terms.
20.3. Preservation of Intent
The parties expressly agree that:
20.4. Survival
This Section survives termination of your account and continues to apply indefinitely.
21. Entire Agreement
21.1. Complete and Exclusive Statement of Terms
These Terms, together with:
constitute the entire agreement between you and Zyntro regarding your use of the Services.
21.2. Supersession of Prior Agreements and Communications
These Terms supersede and replace:
No previous communication—written, verbal, or implied—creates any obligation or warranty unless expressly incorporated into a signed agreement.
21.3. No Reliance on External Representations
You acknowledge and agree that:
Any external statements regarding speed, accuracy, performance, outcomes, quality, deliverability, or AI behavior are illustrative only and shall not be construed as warranties.
21.4. Priority of Order Forms / Enterprise Agreements
If you enter into an Enterprise Agreement or signed Order Form with Zyntro:
No Enterprise Agreement may be modified except through a mutually signed written amendment.
21.5. No Oral Modifications
No employee, contractor, agent, or representative of Zyntro has the authority to modify these Terms or make binding commitments unless:
Oral statements—even if made by senior employees—are non-binding and unenforceable.
21.6. Survival
This Entire Agreement clause survives:
22. Acknowledgment
22.1. Acceptance of Terms
By accessing or using the Services, you acknowledge and agree that you:
22.2. Acknowledgment of AI Limitations
You expressly acknowledge that:
22.3. Acceptance of Automation Risks
You acknowledge and agree that:
22.4. Acceptance of Communication Risks
You acknowledge that:
22.5. Acceptance of Compliance Obligations
You acknowledge and agree that:
22.6. Acceptance of All Risk Allocation
You acknowledge that:
22.7. Binding Consent
By creating an account, accessing the Services, or continuing to use Zyntro:
You agree that these Terms form a binding legal agreement between you and Zyntro.
No use of the Services is permitted unless you accept these Terms in full.
23. Contact Information
23.1. General Inquiries
For general questions, technical support, account issues, billing inquiries, or feedback, you may contact Zyntro at:
Email: support@zyntrohq.com
(or any other communication channel listed within the platform)
Zyntro does not guarantee response times and may update available support channels at any time.
23.2. Legal Notices
All notices, requests, demands, or communications required or permitted under these Terms — including those relating to:
must be sent in writing to:
Zyntro, Inc.
[Insert Delaware Registered Agent Name]
8 The Green
Dover, 19901
State of Delaware, USA
You may also send a copy (not constituting formal notice) to:
Email: legal@zyntrohq.com
Only notices delivered to the Delaware registered agent constitute valid legal notice.
23.3. Updates to Contact Information
Zyntro may update its contact details, registered agent information, or communication channels at any time without prior notice by:
Such changes become effective immediately upon posting.
23.4. No Other Communication Methods Recognized
Phone calls, chat messages, social media messages, or informal communications do not constitute legal notice and will not be recognized as fulfilling any notice obligations under these Terms.