Terms of Service

These Terms of Service (the "Terms") are an agreement between ZETICai, Inc., a [Delaware] corporation ("ZETIC", "we", "us"), and the organization or person that uses Ixian ("Customer", "you"). ZETIC is the only company you contract with for Ixian, and it is the licensor of the Ixian Technology under these Terms. Its affiliates, such as its Korean affiliate ("ZETIC Korea", named in the Privacy Policy), help provide Ixian, and ZETIC is responsible for them. These Terms cover the Ixian app for macOS (the "App"), the Ixian service and its API (the "Service") and the boards we run models on for you (the "Lab"), together "Ixian", and the packages we deliver (section 6).

If you accept these Terms for a company or other organization, you confirm that you may bind it, and "you" means that organization. If you do not agree, do not use Ixian.

These Terms include, by reference, the Acceptable Use Policy, Customer Model Handling and the Refund and Cancellation Policy. Running engines inside robots in production is governed by the Ixian Runtime Licence. How we handle personal information is described in the Privacy Policy.

If you and ZETIC have signed an order form, pilot agreement or other written agreement for Ixian (an "Order"), the Order wins where it conflicts with these Terms.

1. Who may use Ixian

Ixian is for people and organizations building robots and other physical AI systems, whether for a business or on your own. You must be at least 18 years old, or the age of majority where you live if that is higher. You may not use Ixian if you are barred from receiving it under the laws of the United States, the Republic of Korea or another applicable country (see section 15).

Consumers. If you use Ixian as an individual and not for a business, trade or profession, you are a "consumer" in these Terms.

• The consumer protection laws of the place you live may give you rights that a contract cannot take away. Nothing in these Terms limits those rights.
• Where these Terms say "to the extent the law allows", those laws are included.
• If a part of these Terms is unenforceable against you as a consumer, the rest still applies.

[Counsel to list the provisions that apply to businesses only, for example the scope of sections 13, 14 and 16.]

Where Ixian is offered. Ixian is marketed to customers in the United States. Anyone may sign up and try it, wherever they are.

[Counsel: whether sign-ups and purchases from the European Union, the European Economic Area or the United Kingdom bring Ixian within the GDPR or the UK GDPR (article 3(2)), and what follows from selling to consumers there, such as VAT and the withdrawal right. This paragraph changes with the answers.]

2. Accounts and workspaces

You sign in with an email code, Google, Hugging Face or your organization's single sign-on. Keep your sign-in secure and tell us at once at support@zetic.ai if you think someone else has used it. Each person needs their own account; do not share accounts.

A workspace holds a plan, credits, runs and packages. Its owners and admins decide who is a member and are responsible for what members do in it. Workspace tokens (for scripts and CI) act for the workspace; keep them secret and revoke them when no longer needed.

3. What Ixian does

You bring a trained model and choose a robot computer. Ixian builds an engine for that model on that computer (a compiled plan run by the Ixian runtime), measures and verifies it on boards in our Lab, and delivers it as a package with its report. It keeps the engine fast and verified as the model and the computer's software change.

Some features of the App are simulated and are labelled as such (for example "Demo" mode and the "Simulated engine" badge). Simulated results are illustrations, not measurements, and you must not rely on them for engineering or commercial decisions.

We may change, add or remove features. If we remove a feature you pay for in a way that materially reduces it, we will tell you in advance where we reasonably can, and you may cancel under the Refund and Cancellation Policy.

4. Your agent

The App's conversation is driven by an AI agent you choose and sign in to yourself, such as Claude Code or the Codex CLI. That agent, its provider and the plan or API key you use with it are yours: they are governed by your agreement with that provider, not by these Terms, and their fees are not ours. We do not receive, store or relay your sign-in for that provider. What you type to the agent, and what the agent sends to its provider, is handled by that provider under its terms.

You are responsible for using your agent within its provider's terms. The agent only acts in Ixian through the tools Ixian gives it, and actions that cost credits or start runs need your confirmation.

5. What you pay for

Ixian is priced as a platform. The current prices are in the App; an Order may set others.

Plans, by active engines. A plan includes a number of active engines (an engine is one model on one robot computer that Ixian keeps fast and verified) and credits every month. Engines built on the Free plan are for evaluation only and may not be used in production.

Automatic renewal. Paid plans renew automatically until you cancel.

• What renews: the same plan, for the same period (monthly, or yearly paid up front; Enterprise is yearly only), with the credits that come with it.
• When: at the end of each period, on the renewal date shown in the App [and in your confirmation email].
• At what price: the plan's price at the renewal, charged to the payment method on file.
• When you buy: [the pay button shows the price, the period, that the plan renews automatically, and how to cancel. You agree to those renewal terms separately before we charge you, and we email you a confirmation that repeats them and says how to cancel. In place once the purchase flow and the confirmation email are built.]
• Price changes: we email you no less than 7 and no more than 30 days before your plan first renews at a new price. The email gives the new price and says how to cancel. [In place once price-change emails are built.]
• Consumers in the Republic of Korea: before a higher price applies to your plan, we ask you to agree to it, within the period Korean law sets. We tell you the date of the change, the old and new prices and the payment method, and how to cancel. If you do not agree, [your plan ends at the end of the period you paid for, and you are not charged again]. [In place once the App asks for that agreement. Counsel to confirm the period and what happens when you do not agree.]
• Before a yearly plan renews: we email you no less than 15 and no more than 45 days before the renewal, with what renews, its price and how to cancel. [In place once renewal emails are built.]
• Once a year: we remind you of the renewal terms of any plan: what renews, how often and for how much, and how to cancel. [In place once renewal emails are built.]
• Cancelling: cancel online at any time in the App (Plan & Credits, Manage billing), in the same way you bought it, without contacting us. Cancelling stops the next renewal; the plan stays until the end of the period you paid for, and you are not charged again. You can also cancel by writing to support@zetic.ai. What is refunded on cancelling is in the Refund and Cancellation Policy.

Ready engines. When Ixian already has a recipe for your model's architecture, you can buy a ready engine for it at a fixed price, once per model and class of robot computer. It comes with [12] months of rebuilds for new checkpoints of the same architecture. It is refunded in full if it does not pass verification on your weights, or if you cancel it before it is built.

The runtime licence. Robots in production that run an engine carry a yearly runtime licence by the class of their robot computer, under the Ixian Runtime Licence, which also sets the robots that are free and when the licence is owed.

Credits. Lab time is paid in credits. One credit is worth US$0.10 of board time at the rates shown in the App, which differ by robot computer. When a run starts we hold the credits for its estimate; when it ends we charge the board time it actually used (never more than the hold) and release the rest. Credits are tied to one workspace. Credits do not expire, whether they came with a plan, in a credit pack, under an Order or as a promotion, such as the starter credits a new account gets once. Unused credits in a workspace lapse when the account of its last member is closed, or when these Terms end, and are not refunded, except where the Refund and Cancellation Policy says pack or prepaid credits are refunded. A team's credits stay with the team while it has members. Credits have no cash value. They are refunded only as the Refund and Cancellation Policy says, and then at the price you paid for them.

Invoices. If you are invoiced, payment is due within the period stated on the invoice (by default [30] days). We may suspend Lab runs for invoices more than [15] days overdue after telling you.

Taxes. Prices do not include taxes. We collect sales tax, VAT or similar taxes where we are required to, based on your billing address, and you are responsible for any others. If you are tax-exempt, give us a valid certificate.

Payment processing. Card payments and invoices are processed by Stripe. Card details go to Stripe and are not stored by us.

Refunds and cancellation are covered by the Refund and Cancellation Policy.

6. Who owns what

One rule decides who owns what, and the other documents follow it.

Yours. As between you and us, you own:

• your Customer Materials: the models, trained weights, datasets, configurations and other material you give us. Your trained weights stay yours wherever they appear, including inside a compiled engine;
• your Customer Results: the measurements, accuracy results and reports about your models that Ixian produces for you. Run-derived knowledge (below) is not part of Customer Results.

Ours. ZETIC owns the Ixian Technology, or holds from its affiliates the right to license it:

• the App, the Service, the Ixian engine, compiler and runtime;
• kernels and templates;
• the code and structure of compiled plans;
• recipes, search and candidate records, sensitivity analyses and tuning data;
• measurement methods and report formats;
• improvements to any of these, whoever suggests them.

Nothing in these Terms transfers Ixian Technology to you.

Packages. A package is two things:

• ZETIC's runtime and the compiled engine for your model, which are Ixian Technology carrying your weights, licensed to you under the Ixian Runtime Licence;
• your Customer Results.

Packages do not include recipes, search or candidate records, sensitivity analyses or decision records; those are not delivered. If you need to audit a result, ZETIC can show you how it was produced, on request, from its own records.

Our use of your Customer Materials. You give us a worldwide, non-exclusive, royalty-free licence to host, copy, process, compile, run and measure Customer Materials, only:

• as needed to provide Ixian to you;
• to keep it secure;
• as the law requires.

We do not use Customer Materials or Customer Results to train models, to tune Ixian for other customers, or for benchmarks we publish. Run-derived knowledge is not Customer Materials or Customer Results, and the next paragraph says how we use it. We do not sell or share them, except with the subprocessors listed in Customer Model Handling who help us provide Ixian. How long we keep them and how they are deleted is described in Customer Model Handling.

What ZETIC learns. Running your jobs teaches us things that neither identify you nor let your Customer Materials or Customer Results be reconstructed, such as how long a kernel takes for an operator of a given shape on a given robot computer ("run-derived knowledge"). Run-derived knowledge is part of the Ixian Technology, not of your Customer Materials or Customer Results, and we may use it to improve Ixian for everyone.

Your promises. You promise that:

• you own the Customer Materials or have all the rights and licences needed for us to use them as these Terms describe;
• your use of each model complies with its licence. Some licences restrict commercial use, require you to publish source code or notices, or flow restrictions down to your customers (for example AGPL-3.0, non-commercial Creative Commons licences, OpenRAIL and some vendor licences such as Llama or Gemma terms). Obtaining any commercial licence a model needs is your responsibility;
• the Customer Materials do not contain personal information, except where you have a lawful basis and have told us in writing in advance;
• the Customer Materials are not controlled for export in a way that would make our handling of them unlawful (see section 15), and you will tell us before giving us anything that is.

7. Your licence to Ixian

While you comply with these Terms, we give you a non-exclusive, non-transferable licence to use the App and the Service during your subscription, for your internal business or, if you are a consumer, for your own use. Packages and the Ixian runtime may be deployed in products only under the Ixian Runtime Licence.

You may not, and may not let anyone else:

• copy, modify or create derivative works of the Ixian Technology, except as these Terms allow;
• reverse engineer, decompile or disassemble it, except to the extent the law allows despite this limit;
• resell, sublicense or offer Ixian to third parties as a service;
• work around limits, metering or security;
• use the Ixian Technology to build a competing product.

None of this limits what you do with your own Customer Materials and Customer Results.

Third-party components. Ixian includes open-source and third-party components that are licensed under their own terms, listed in the App's third-party notices. Packages for some robot computers include or depend on libraries from the chip vendor (for example NVIDIA TensorRT and CUDA, or Qualcomm AI Runtime), which are subject to that vendor's licence terms; the Runtime Licence describes these.

Feedback. If you send us suggestions, we may use them without obligation to you, and improvements that come from them are part of the Ixian Technology.

8. Acceptable use

You must follow the Acceptable Use Policy. We may suspend runs or access that we reasonably believe break it, as described in section 12.

9. Confidentiality

Each party will protect the other's non-public information that it receives in connection with Ixian ("Confidential Information") with at least reasonable care, and use it only for the purposes of these Terms. You may share ZETIC's Confidential Information only with your personnel, contractors and advisers who need to know it and are bound by duties of confidentiality at least as protective as these. ZETIC may share yours with its personnel, affiliates, contractors and advisers who are bound by such duties; which ZETIC staff can see it is described in Customer Model Handling and the Privacy Policy, section 7. Customer Materials and Customer Results are your Confidential Information. The Ixian Technology, including everything in a package other than your weights and Customer Results, is our Confidential Information. These duties do not apply to information that is or becomes public through no fault of the receiving party, that it already had or independently developed, or that it lawfully receives from someone else without restriction. A party may disclose Confidential Information when the law requires it, after giving the other party notice where lawful.

10. Security

We protect Customer Materials and personal information with administrative, technical and physical measures appropriate to the risk, described in Customer Model Handling and the Privacy Policy. We will tell you without undue delay, and in any case within [72 hours], after we confirm a security incident that affects your Customer Materials or Customer Results.

11. Robots and safety

Ixian helps you make models run efficiently on robot computers. It does not certify that a model, a package or a robot is safe. You are solely responsible for the design, testing, validation, functional safety, certification and regulatory compliance of your products and of anything they do, including deciding whether an optimized model is accurate and reliable enough for your use. Accuracy, latency and other figures in reports are measured on our Lab boards under the stated conditions and may differ on your hardware and in the field.

12. Suspension and termination

You may stop using Ixian at any time and cancel your plan as described in the Refund and Cancellation Policy.

We may suspend your access, or a specific run, if we reasonably believe that you are breaking these Terms or the law, that your use threatens the security or operation of Ixian or our Lab, or that you have not paid amounts more than [15] days overdue. We will tell you why and, where it is practical, give you a chance to fix the problem first.

Either party may end these Terms if the other materially breaks them and does not cure the breach within 30 days of notice. When these Terms end, your right to use the App and the Service ends, and we delete Customer Materials and Customer Results as described in Customer Model Handling. Runtime licences already paid for continue for the robots and period paid. Sections 6, 7 (its restrictions), 9, 13, 14, 15, 16 and 17 survive.

13. Warranties and disclaimers

We will provide Ixian with reasonable skill and care. If you are a consumer, section 1 applies to this section. Otherwise, Ixian, simulated results, Customer Results and packages are provided "as is" and "as available". To the fullest extent the law allows, ZETIC disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, title and non-infringement, and any warranty that Ixian will be uninterrupted or error-free, or that an optimization will reach any particular speed, size or accuracy.

14. Liability

To the fullest extent the law allows: (a) neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill, even if it was told they were possible; and (b) each party's total liability arising out of or relating to these Terms is limited to the amounts you paid ZETIC for Ixian in the 12 months before the event giving rise to the claim.

If you are a consumer, section 1 applies to this section. These limits do not apply to your payment obligations, to a party's breach of section 9, to your breach of section 7 or the Acceptable Use Policy, to the indemnities in section 16, or to liability that cannot be limited by law (including for death or personal injury caused by negligence, fraud or wilful misconduct).

15. Export control and sanctions

Ixian, packages and the technology in them are subject to the export control and sanctions laws of the United States, the Republic of Korea and other countries. You will not export, re-export or transfer them, or let anyone access them, in violation of those laws, including to embargoed countries or regions, to people on restricted-party lists, or for prohibited end uses such as weapons of mass destruction or, without the required licence, military end uses. You confirm that you are not on a restricted-party list and are not owned or controlled by anyone who is.

16. Indemnities

By you. You will defend ZETIC against any third-party claim arising from Customer Materials (including a claim that our use of them as these Terms allow infringes someone's rights or breaks a model licence), from your products, or from your breach of the Acceptable Use Policy or section 15, and pay the resulting damages, costs and settlements you agree to.

By us. We will defend you against any third-party claim that the Ixian software, as we provide it and used as these Terms allow, infringes a United States [or Republic of Korea] patent, copyright or trademark, or misappropriates a trade secret, and pay the resulting damages, costs and settlements we agree to. This does not cover claims caused by Customer Materials, by combinations with things we did not provide, by modifications not made by us, or by third-party components under their own licences. If such a claim is made or likely, we may obtain the right for you to continue, modify Ixian to avoid it, or end the affected part and refund prepaid fees for it.

The party seeking defence must tell the other promptly, give it control of the defence and settlement (no settlement may impose obligations on the defended party without its consent), and cooperate reasonably.

17. General

Governing law. These Terms are governed by the laws of [the State of Delaware], without regard to conflict-of-laws rules. If you are a consumer, the mandatory laws of the place you live still apply as section 1 says.

Disputes. [Counsel to choose option A or option B. The first two paragraphs below apply to both.]

Informal resolution first.

• Before either party starts a claim, it sends the other a written notice of the dispute and of what it wants.
• The notice must come from the person or organization with the claim, not only from their lawyer. Send yours to support@zetic.ai.
• For [60] days after the notice, both try in good faith to resolve the dispute.
• Time limits for bringing the claim are paused during those days.

Small claims. Either party may bring an individual claim in a small-claims court that has jurisdiction over it, instead of either option below.

Option A: courts. The courts in [New Castle County, Delaware] have exclusive jurisdiction, and each party consents to it, except in two cases:

• either party may seek injunctive relief in any competent court to protect its intellectual property or Confidential Information;
• a consumer may also bring a claim in, and must be sued in, the courts where they live when their law gives them that right.

Option B: individual arbitration. A dispute not resolved informally, and not brought in small claims, is settled by binding arbitration of individual claims only.

• Administration: by [the American Arbitration Association, under its Consumer Arbitration Rules for consumers and its Commercial Arbitration Rules otherwise / JAMS], seated in [Delaware, or the county where a consumer lives].
• No class claims: neither party may bring or join a class action or class arbitration.
• Mass filings: if [25] or more similar demands are filed by or with the help of the same lawyers or organizations, they are handled in stages under [the provider's mass-arbitration rules]. [A small number of bellwether cases, chosen equally by each side, are decided first, then the rest go to mediation before any further cases proceed, and filing fees are charged only as cases proceed.] Time limits stay paused for the demands that wait.
• Fees: ZETIC pays a consumer's filing and arbitrator fees above [the amount of a court filing fee].
• Opting out: you may opt out of arbitration by emailing support@zetic.ai within [30] days of first accepting these Terms.
• Where the law forbids it: this option does not apply to a consumer where the law of the place they live does not allow a dispute to be committed to arbitration in advance.

[Counsel: a mass-arbitration protocol that is one-sided has been held unconscionable (for example Heckman v. Live Nation, 9th Cir. 2024), so the staged process must be even-handed.]

Changes to these Terms. We may update these Terms. For a material change we will give you notice in the App or by email at least [30] days before it takes effect, except where a change is required by law or concerns new features. A change to prices or to automatic renewal follows section 5. The App asks you to accept a new version before you keep using the Service. If you do not agree, stop using Ixian and cancel; the Refund and Cancellation Policy explains what happens to prepaid amounts.

Notices. We send notices to the email address of your account or your workspace's billing contact. Send notices to us at support@zetic.ai and [ZETICai, Inc., address].

Publicity. We will not use your name or logo to identify you as a customer without your permission.

Assignment. You may not assign these Terms without ZETIC's consent, except to a successor in a merger, acquisition or sale of substantially all of the relevant business, with notice. ZETIC may assign these Terms, with notice to you, either:

• to an affiliate; or
• to such a successor.

If you are a consumer, an assignment never reduces your rights.

Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, other than payment obligations.

Whole agreement. These Terms, the documents they include and any Order are the whole agreement between the parties about Ixian and replace earlier agreements on the same subject. If a provision is unenforceable, the rest stays in effect. Not enforcing a provision is not a waiver. ZETIC's affiliates (including ZETIC Korea) and licensors are third-party beneficiaries of sections 13 and 14 and may rely on their disclaimers and limits as ZETIC can. Otherwise there are no third-party beneficiaries. These Terms are written in English; a translation is for convenience only.

Contact. support@zetic.ai