Neptune Technologies Inc. – Terms of Service (Unified for Website and Platform)
Effective Date: January 1, 2025
These Terms of Service ("Terms") constitute a binding agreement between you ("you," "User") and Neptune Technologies Inc. ("Neptune," "we," "our," or "us") and govern your access to and use of any Neptune-branded websites, products, platforms, and services, including the Neptune Forge and Neptune Odyssey platforms (collectively, the "Services").
By using our Services, you agree to these Terms, our Privacy Policy, and any other terms or policies referenced herein. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
1. Scope of Services
Neptune provides an integrated AI ecosystem composed of:
Neptune Forge: A platform to design, build, and train custom AI agents and models.
Neptune Odyssey: A system for deploying, managing, and scaling AI agents and automating workflows across your organization.
Our services may include APIs, embedded tools, analytics dashboards, third-party integrations, and user interfaces accessible via desktop or mobile. Neptune reserves the right to modify or discontinue any part of the Services at any time without notice or liability.
2. Account and Access
2.1 Eligibility
You must be at least 18 years old to use the Services. You agree to provide accurate, complete registration information and to keep it up to date.
2.2 Access Credentials
You are responsible for safeguarding your login credentials. You agree not to share access or allow unauthorized users to use your account.
2.3 Enterprise Admins
Enterprise customers may designate admin users with elevated permissions. Admins are responsible for compliance of their users. Unauthorized access or account sharing may result in immediate suspension.
3. Subscription Plans and Billing
Use of Neptune’s Services may require payment under a subscription or custom enterprise agreement. Fees, billing cycles, and usage tiers are detailed on our pricing pages or in your agreement with us.
We may offer:
Free trials or promotional pricing
Monthly, annual, or custom billing plans
Custom enterprise pricing with tailored SLAs and data hosting options
All fees are exclusive of applicable taxes. We reserve the right to suspend or terminate access to the Services for nonpayment, chargebacks, or payment disputes without liability.
4. User Content and AI Output
You retain ownership of any content or data you upload to the platform. By submitting it, you grant Neptune a non-exclusive, royalty-free, worldwide license to use it to provide and improve the Services.
AI Output:
Output generated by Neptune’s AI models (including custom-trained agents) is provided “as is.” You are solely responsible for reviewing and validating all AI-generated results for accuracy, legality, and fitness for use. Neptune disclaims liability for any damages or loss arising from reliance on AI Output.
5. Acceptable Use
You may not use the Services to:
Violate laws or third-party rights
Upload harmful, offensive, or illegal content
Interfere with or disrupt the security, integrity, or availability of the Services
Attempt to reverse engineer, decompile, or gain unauthorized access to any component
We reserve the right to investigate, suspend, or terminate access for violations, and may report prohibited activity to law enforcement or regulators.
6. Data Privacy and Security
Neptune adheres to industry-standard practices for data protection. See our Privacy Policy for full details.
Security: We implement administrative, technical, and physical safeguards to protect your data and prevent unauthorized access, disclosure, or loss. No system is 100% secure.
Data Processing: We act as a data processor for enterprise clients and as a data controller for self-service users. We do not sell user data.
Custom Training: Proprietary data used to train AI agents is siloed and never shared or reused across customers unless explicitly authorized in writing. You are responsible for having the legal right to use data you submit for training.
Neptune may audit or monitor usage patterns to detect abuse or violations.
7. Intellectual Property
All intellectual property related to Neptune’s Services, including software, designs, documentation, trademarks, trade secrets, and underlying technology, is owned by Neptune or its licensors. You may not reproduce, distribute, license, or create derivative works unless expressly authorized.
You grant us a royalty-free license to use any feedback or suggestions you provide for improving our Services.
We reserve all rights not expressly granted in these Terms.
8. Disclaimers and Limitation of Liability
Neptune’s Services are provided “as is.” We make no warranties of any kind, express or implied, including fitness for a particular purpose, merchantability, non-infringement, or accuracy.
To the maximum extent permitted by law, Neptune is not liable for any indirect, special, incidental, or consequential damages, or for any loss of profits, revenue, business opportunities, data, or goodwill.
In no event shall Neptune’s liability exceed the total amount you paid to use the Services in the twelve (12) months prior to the event giving rise to the claim.
9. Indemnification
You agree to indemnify, defend, and hold harmless Neptune, its affiliates, officers, employees, and agents from any third-party claims, losses, liabilities, damages, and expenses (including reasonable legal fees) arising from:
Your use or misuse of the Services
Your violation of these Terms
Your violation of any third-party rights or applicable laws
Neptune reserves the right to assume the exclusive defense and control of any matter subject to indemnification.
10. Termination
You may terminate your account at any time. Neptune may suspend or terminate your access immediately for violations of these Terms, suspected fraud, legal requirements, or nonpayment.
Upon termination:
Access is revoked immediately
Your data may be retained for a limited period per our Privacy Policy
You are responsible for retrieving any data prior to termination
Neptune is not liable for any loss resulting from termination.
11. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Florida, without regard to conflict-of-law principles.
Disputes will be resolved through:
Good-faith negotiation
Binding arbitration administered by the American Arbitration Association in Lee County, Florida
No class actions or jury trials
You waive the right to participate in class or representative actions. Each party shall bear its own legal costs.
12. Changes to These Terms
We may revise these Terms from time to time. Material changes will be communicated via email, account notification, or website update. Your continued use of the Services after changes are posted constitutes your acceptance.
13. Contact
Neptune Technologies Inc.
legal@neptunetechnologies.com
For legal notices, send written correspondence to the above address marked “ATTN: Legal Department.”
By using Neptune’s Services, you acknowledge and agree to these Terms and our right to enforce them.
Last Updated: January 1, 2025