Terms & Conditions
Terms & Conditions Zul Spot
Last updated: December 27, 2025
Welcome to Zul Spot (“Zul Spot,” “we,” “us,” or “our”). These Terms & Conditions (“Terms”) govern your use of our website and any services, products, deliverables, systems, platforms, software, automation, integrations, designs, or creative work we provide (collectively, the “Services”). By accessing our website, requesting work, signing a proposal/statement of work (“SOW”), paying an invoice, or using our Services, you agree to these Terms.
1. Definitions
“Client,” “you,” “your” means any person or entity that uses our website or Services.
“Deliverables” means project-specific outputs described in a proposal/SOW (e.g., a website, a set of pages, a brand kit, an automation flow, an integration, app screens, etc.).
“Zul Spot Systems” means Zul Spot’s underlying systems, frameworks, libraries, templates, architecture, dashboards, code patterns, modules, scoring engines, workflows, UI components, automations, or proprietary methods—whether created before or during your project.
“Confidential Information” includes non-public business, technical, financial, pricing, roadmap, architecture, code, workflows, and trade secret information.
2. Scope & Relationship
- Scope: Your project scope, timeline, and pricing are defined in your proposal/SOW. Anything not listed is out of scope and may require a change order.
- Independent Contractor: Zul Spot provides Services as an independent contractor. Nothing creates an employment, agency, joint venture, or partnership relationship unless explicitly agreed in writing.
- No Brand Ownership Assumed: Zul Spot powers brands; we do not own client brands by default.
3. Client Responsibilities
You agree to:
- Provide accurate requirements, content, and assets, and respond to requests for approval/feedback promptly.
- Provide access needed to complete work (domain/DNS, hosting, Shopify, APIs, analytics, ad accounts, etc.).
- Maintain account security (strong passwords, MFA/2FA, proper admin roles).
- Ensure you have rights to content you provide (images, logos, text, videos, music, etc.).
4. Fees, Billing & Non-Payment
- Invoices: Due upon receipt unless stated otherwise in writing.
- Deposits/Milestones: Projects may require deposits and milestone payments before delivery/release.
- Pause for Non-Payment: Zul Spot may pause work, disable access, or withhold Deliverables until all balances are paid.
- No Chargebacks: You agree not to initiate chargebacks for completed work or delivered milestones. Disputes must be raised in writing first.
- Collections: You agree to pay reasonable collection costs (including attorney fees where permitted) for unpaid invoices.
5. Ownership, Licensing & Work Product (Very Important)
5.1 Default Ownership Rule (Zul Spot Protected)
Unless we sign a separate written agreement that explicitly transfers ownership, all Zul Spot Systems belong exclusively to Zul Spot. This includes any reusable framework, platform, dashboard logic, proprietary workflows, templates, code architecture, automations, scoring methods, or internal systems used to create your Deliverables.
5.2 Client License to Use Deliverables
Upon full payment, Zul Spot grants you a limited, non-exclusive, non-transferable license to use the Deliverables for your internal business purposes only. You may not sell, sublicense, redistribute, or make the Deliverables available as a template/system to others, unless Zul Spot agrees in writing.
5.3 “Work Made for Hire” Only If We Say So
Any “work made for hire” or full assignment of rights applies only if your proposal/SOW or a separate contract explicitly states that the Deliverables are “work made for hire” and/or assigned to you. Otherwise, the default ownership/licensing terms in this section apply.
5.4 Reservation of Rights
Zul Spot retains all rights not expressly granted to you, including rights to improve, reuse, license, and commercialize Zul Spot Systems.
6. No Reverse Engineering / No Cloning / No Competing Derivatives
You agree that you will NOT, and will NOT allow any third party to:
- Reverse engineer, decompile, disassemble, decode, or attempt to derive source code, structure, or logic of any Zul Spot Systems.
- Copy, scrape, replicate, or clone any Zul Spot Systems, workflows, UI structures, dashboards, or architecture (in whole or in part).
- Create a competing product or derivative system based on Zul Spot Systems or Deliverables.
- Remove or obscure proprietary notices, access controls, licensing controls, or security measures.
Injunctive Relief: You acknowledge that a breach of this section may cause irreparable harm. Zul Spot may seek immediate injunctive relief (court order) in addition to any other remedies.
7. Confidentiality & Trade Secrets
You may receive access to confidential materials, including pricing, architecture, code, dashboards, workflows, and automation logic. You agree to keep it confidential and use it only for the intended project. You will not share it with competitors, contractors, or developers unless Zul Spot approves in writing.
Zul Spot Systems and underlying methods may include trade secrets. Unauthorized disclosure or use is strictly prohibited.
8. Third-Party Tools & Platforms
Projects may rely on Third-Party Services (hosting, Shopify, payment processors, app stores, APIs, plugins, analytics). Zul Spot is not responsible for third-party outages, policy changes, account suspensions, pricing changes, or feature removals.
9. Disclaimers
Services are provided “as is” and “as available” to the fullest extent permitted by law. Zul Spot does not guarantee specific outcomes (revenue, rankings, conversions, approvals, or growth). No system can be guaranteed 100% secure.
Your use of this website and our Services is also subject to our Privacy Policy, which explains how information may be collected and used.
10. Limitation of Liability
To the fullest extent permitted by law, Zul Spot is not liable for indirect, incidental, consequential, special, or punitive damages (including lost profits, lost data, business interruption, or loss of goodwill).
Zul Spot’s total liability for any claim related to the Services will not exceed the total amount paid by you to Zul Spot for the specific Services giving rise to the claim during the three (3) months prior to the event.
11. Indemnity
You agree to defend, indemnify, and hold harmless Zul Spot from claims arising out of: (a) content/materials you provide, (b) your misuse of the Deliverables, (c) your violation of third-party terms, or (d) your breach of these Terms.
12. Termination
- Either party may terminate according to the proposal/SOW or written notice.
- If terminated, you must pay for work completed up to the termination date.
- Unpaid work remains the property of Zul Spot and will not be delivered until paid.
13. Portfolio & Public Credit
Unless you request confidentiality in writing, you grant Zul Spot permission to display non-confidential aspects of the completed work (e.g., screenshots, public links, general descriptions) for portfolio/marketing. Zul Spot will not intentionally share private credentials or confidential data.
14. Governing Law
These Terms are governed by the laws of the State of Florida, without regard to conflict-of-law rules. Disputes will be handled in a court of competent jurisdiction in Florida unless otherwise agreed in writing.
15. Contact
- Zul Spot
- Phone: 772-877-5174
- Email: admin@zulspot.com
- Location: South Florida, USA
This page is provided for general informational purposes and does not constitute legal advice. Consult an attorney to tailor these Terms to your specific operations and compliance needs.
