Terms and Conditions

1. Acceptance of Terms

By accessing, registering for, or using the Zlox platform and services (the "Service"), operated by Zlox B.V. ("Zlox", "we", "us", or "our"), you ("User", "you", or "your") acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to these Terms, you must not access or use the Service.

These Terms constitute a legally binding agreement between you and Zlox B.V., a company registered in the Netherlands (Chamber of Commerce number: 85823252), with its registered office at Amsterdam Tech District, Netherlands.

By creating an account, you represent and warrant that: (a) you are at least 18 years old or have parental consent; (b) you have the legal capacity to enter into this agreement; (c) all information you provide is accurate and current; and (d) you will comply with all applicable laws and regulations.

2. Description of Service

Zlox provides a digital loyalty and gamification platform that enables local businesses to create, manage, and operate customer loyalty programs, rewards systems, and engagement campaigns. The Service includes, but is not limited to:

• Digital loyalty card management and QR code generation
• Reward program creation and administration
• Customer engagement and analytics tools
• Payment processing integration
• AI-powered content generation features
• Image search and integration capabilities
• Multi-language translation services
• Mobile application access

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice, at our sole discretion.

3. Account Registration and Security

To access certain features of the Service, you must register for an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your account credentials
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized access or security breach
• Not share, transfer, or sell your account to any third party

You are solely responsible for maintaining the confidentiality of your password and for all activities that occur under your account. Zlox is not liable for any loss or damage arising from your failure to comply with this section.

4. Payment Terms and Billing

4.1 Payment Processing: Payments for the Service are processed through Mollie B.V. ("Mollie"), a third-party payment service provider. By using the Service, you agree to Mollie's terms and conditions and privacy policy, available at www.mollie.com/en/terms.

4.2 Payment Methods: We accept various payment methods through Mollie, including credit cards, debit cards, bank transfers, and other payment methods as made available by Mollie. All payments must be made in the currency specified at the time of purchase.

4.3 Subscription Fees: If you subscribe to a paid plan, you agree to pay the subscription fees as specified in your selected plan. Fees are billed in advance on a monthly or annual basis, as applicable. All fees are non-refundable except as required by law or as explicitly stated in these Terms.

4.4 Automatic Renewal: Unless you cancel your subscription before the end of the billing period, your subscription will automatically renew for the same period. You authorize us to charge your payment method for the renewal period.

4.5 Price Changes: We reserve the right to modify our pricing at any time. Price changes will not affect your current subscription period but will apply to subsequent renewal periods. We will provide at least 30 days' notice of any price increases.

4.6 Failed Payments: If a payment fails, we may suspend or terminate your access to the Service until payment is successfully processed. You remain responsible for any uncollected amounts.

4.7 Refunds: Refunds are provided only in accordance with applicable law or as explicitly stated in these Terms. Refund requests must be submitted within 14 days of the charge date.

4.8 Taxes: All fees are exclusive of applicable taxes, duties, or government charges. You are responsible for paying all such taxes, duties, or charges applicable to your use of the Service.

5. Third-Party Services and Integrations

5.1 General: The Service integrates with various third-party services and software providers. Your use of these third-party services is subject to their respective terms and conditions, privacy policies, and service agreements. Zlox is not responsible for the availability, accuracy, or reliability of third-party services.

5.2 OpenAI/ChatGPT Integration: The Service may use OpenAI's artificial intelligence services (including ChatGPT) for content generation, text improvement, and other AI-powered features. By using these features, you acknowledge and agree that:

• OpenAI's services are provided by OpenAI, L.L.C. and are subject to OpenAI's Terms of Use and Privacy Policy
• Content generated by AI may not always be accurate, complete, or appropriate for your intended use
• You are responsible for reviewing, editing, and verifying all AI-generated content before use
• Zlox does not guarantee the accuracy, quality, or suitability of AI-generated content
• You will not use AI-generated content in any manner that violates OpenAI's usage policies or applicable laws
• Zlox is not liable for any issues, errors, or consequences arising from AI-generated content

OpenAI's Terms of Use are available at openai.com/policies/terms-of-use.

5.3 Unsplash Integration: The Service may provide access to images from Unsplash Inc. ("Unsplash"). By using Unsplash images through our Service, you agree to:

• Comply with Unsplash's License, available at unsplash.com/license
• Not use Unsplash images in any manner that violates Unsplash's terms or applicable laws
• Understand that Unsplash images are provided "as is" and Zlox does not guarantee their availability, quality, or suitability
• Acknowledge that Unsplash and its contributors retain certain rights to the images

5.4 Microsoft Graph Service: The Service may integrate with Microsoft Graph API for email, calendar, and other Microsoft 365 services. Your use of Microsoft services through our platform is subject to Microsoft's Services Agreement and Privacy Statement, available at microsoft.com/servicesagreement.

5.5 DeepL Translation Service: The Service may use DeepL SE's translation services for multi-language content translation. By using translation features, you agree to DeepL's Terms and Conditions, available at deepl.com/pro-license. Zlox does not guarantee translation accuracy or completeness.

5.6 Third-Party Service Limitations: Zlox is not responsible for:

• Any downtime, errors, or failures of third-party services
• Changes to third-party service terms, pricing, or availability
• Data loss or security breaches occurring within third-party services
• Any disputes between you and third-party service providers
• Compliance with third-party service requirements or restrictions

You acknowledge that third-party services may be modified, suspended, or discontinued at any time, which may affect the functionality of the Service.

6. User Content and Intellectual Property

6.1 Your Content: You retain all ownership rights to content you create, upload, or provide through the Service ("User Content"). By using the Service, you grant Zlox a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, modify, adapt, and display your User Content solely for the purpose of providing and improving the Service.

6.2 Content Responsibility: You are solely responsible for your User Content and warrant that: (a) you own or have the necessary rights to use and license the User Content; (b) your User Content does not infringe any third-party rights; (c) your User Content complies with all applicable laws; and (d) your User Content does not contain harmful, illegal, or offensive material.

6.3 Zlox Intellectual Property: The Service, including its software, design, text, graphics, logos, and other content (excluding User Content), is owned by Zlox or its licensors and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Service without our prior written consent.

6.4 Feedback: Any feedback, suggestions, or ideas you provide regarding the Service may be used by Zlox without obligation or compensation to you.

7. Prohibited Uses

You agree not to use the Service to:

• Violate any applicable laws, regulations, or third-party rights
• Transmit any malicious code, viruses, or harmful software
• Engage in fraudulent, deceptive, or illegal activities
• Harass, abuse, or harm other users or third parties
• Collect or harvest personal information from other users
• Impersonate any person or entity or misrepresent your affiliation
• Interfere with or disrupt the Service or servers connected to the Service
• Attempt to gain unauthorized access to the Service or related systems
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service to compete with Zlox or build a similar service
• Violate any terms of third-party services integrated with the Service
• Use AI-generated content in violation of OpenAI's usage policies
• Use images in violation of Unsplash's license terms

Violation of this section may result in immediate termination of your account and legal action.

8. Service Availability and Modifications

8.1 Availability: We strive to maintain high availability of the Service but do not guarantee uninterrupted, error-free, or secure access. The Service may be unavailable due to maintenance, updates, technical issues, or circumstances beyond our control.

8.2 Modifications: We reserve the right to modify, update, or discontinue any feature or aspect of the Service at any time. We will provide reasonable notice of material changes when possible.

8.3 Data Backup: While we implement reasonable data backup procedures, you are responsible for maintaining your own backups of important data. Zlox is not liable for any data loss.

9. Data Protection and Privacy

Your use of the Service is also governed by our Privacy Policy, available at https://zlox.nl/privacy-policy. By using the Service, you consent to the collection, use, and disclosure of your information as described in our Privacy Policy.

We process personal data in accordance with the General Data Protection Regulation (GDPR) and other applicable data protection laws. You have certain rights regarding your personal data, as detailed in our Privacy Policy.

When using third-party services (such as Mollie, OpenAI, Unsplash, Microsoft, or DeepL), your data may be processed by these third parties in accordance with their respective privacy policies.

10. Limitation of Liability

10.1 General Limitation: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZLOX AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICE.

10.2 Third-Party Services: ZLOX SHALL NOT BE LIABLE FOR ANY DAMAGES, LOSSES, OR ISSUES ARISING FROM THE USE OF OR INABILITY TO USE THIRD-PARTY SERVICES, INCLUDING BUT NOT LIMITED TO MOLLIE, OPENAI, UNSPLASH, MICROSOFT GRAPH, OR DEEPL, REGARDLESS OF WHETHER SUCH DAMAGES ARE FORESEEABLE OR WHETHER ZLOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.3 AI-Generated Content: ZLOX SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM THE USE, RELIANCE ON, OR CONSEQUENCES OF AI-GENERATED CONTENT, INCLUDING BUT NOT LIMITED TO INACCURACIES, ERRORS, OR INAPPROPRIATE CONTENT GENERATED BY OPENAI OR OTHER AI SERVICES.

10.4 Payment Processing: ZLOX SHALL NOT BE LIABLE FOR ANY ISSUES, ERRORS, OR FAILURES RELATED TO PAYMENT PROCESSING BY MOLLIE OR OTHER PAYMENT PROVIDERS, INCLUDING BUT NOT LIMITED TO PAYMENT DELAYS, FAILED TRANSACTIONS, OR DISPUTES BETWEEN YOU AND PAYMENT PROVIDERS.

10.5 Maximum Liability: IN NO EVENT SHALL ZLOX'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS EXCEED THE AMOUNT YOU PAID TO ZLOX IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED EUROS (€100), WHICHEVER IS GREATER.

10.6 Exclusions: Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitations may not apply to you. In such cases, our liability will be limited to the maximum extent permitted by law.

11. Indemnification

You agree to indemnify, defend, and hold harmless Zlox, its affiliates, officers, directors, employees, agents, and licensors from and against any claims, damages, obligations, losses, liabilities, costs, or expenses (including reasonable attorney's fees) arising from:

• Your use of or inability to use the Service
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property rights
• Your User Content
• Your use of third-party services through the Service
• Your violation of any applicable laws or regulations
• Any disputes between you and third-party service providers

12. Termination

12.1 Termination by You: You may terminate your account at any time by contacting us or using the account deletion features in the Service. Upon termination, your right to use the Service will immediately cease.

12.2 Termination by Us: We may suspend or terminate your account and access to the Service immediately, without prior notice, if you: (a) violate these Terms; (b) engage in fraudulent or illegal activity; (c) fail to pay fees when due; (d) violate third-party service terms; or (e) for any other reason at our sole discretion.

12.3 Effect of Termination: Upon termination: (a) all rights granted to you under these Terms will immediately cease; (b) you must immediately stop using the Service; (c) we may delete your account and User Content; and (d) you remain liable for all fees incurred before termination.

12.4 Survival: Sections 6 (Intellectual Property), 10 (Limitation of Liability), 11 (Indemnification), 13 (Dispute Resolution), and 14 (Governing Law) will survive termination of these Terms.

13. Dispute Resolution

13.1 Informal Resolution: Before initiating any formal dispute resolution process, you agree to contact us at legal@zlox.nl to attempt to resolve the dispute informally.

13.2 Mediation: If informal resolution is unsuccessful, you agree to attempt to resolve the dispute through mediation in accordance with the rules of the Netherlands Mediation Institute (NMI) or a similar mediation service.

13.3 Jurisdiction: If mediation is unsuccessful, any disputes arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the competent courts of Amsterdam, the Netherlands.

13.4 Class Action Waiver: You agree that any disputes will be resolved individually and that you will not participate in or be represented in any class action or representative proceeding.

14. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

15. Changes to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated to you via email or through a notice on the Service at least 30 days before they take effect. Your continued use of the Service after such changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Service and terminate your account.

16. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be replaced with a valid provision that most closely reflects the intent of the original provision.

17. Entire Agreement

These Terms, together with our Privacy Policy and Cookie Policy, constitute the entire agreement between you and Zlox regarding the Service and supersede all prior agreements, understandings, or communications, whether written or oral.

18. Waiver

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

19. Assignment

You may not assign or transfer these Terms or your rights or obligations hereunder without our prior written consent. We may assign or transfer these Terms, in whole or in part, without restriction.

20. Force Majeure

Zlox shall not be liable for any failure or delay in performance under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, third-party service failures, internet outages, or government actions.

21. Contact Information

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