Neptune Technologies Inc. – Terms of Service (Unified for Website and Platform)
Effective Date: January 1, 2025
Last Updated: March 2026
Applies To: All Neptune websites, platforms, and services including Neptune Forge, Neptune Odyssey and AutoCounsel
Contact: legal@neptunetechnologies.com
These Terms of Service ("Terms") constitute a binding legal agreement between you ("you," "User") and Neptune Technologies Inc. ("Neptune," "we," "our," or "us"). They 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, our AI Model and Data Use Notice, 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, configure, and deploy AI agents and models.
Neptune Odyssey: A system for deploying, managing, and scaling AI agents and automating workflows across your organization.
AutoCounsel: A system for deploying, managing, and scaling AI agents and automating workflows across your legal organization..
Neptune's Services may be powered by a combination of the following, depending on your subscription, configuration, and contractual agreements:
Third-Party Foundation Models: Neptune integrates with third-party AI providers (such as Anthropic's Claude or OpenAI's models) accessed via API. Use of these models is subject to the applicable upstream provider's terms and data handling policies in addition to these Terms.
Open-Source Models (Self-Hosted): Neptune deploys and operates open-source AI models in secure, Neptune-managed or customer-managed infrastructure. In these deployments, Neptune acts as the operator and no data is transmitted to third-party model providers.
Custom Fine-Tuned Models: Where requested by the customer and subject to a separate written agreement, Neptune may fine-tune an open-source or foundation model using customer-provided data. These engagements are governed by additional data use terms set out in Section 6 and the AI Model and Data Use Notice.
The specific model architecture applicable to your deployment will be set out in your order form, enterprise agreement, or platform configuration. Neptune reserves the right to modify, substitute, or discontinue any model integration or Service component at any time, with notice where reasonably practicable.
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 the compliance of their users with these Terms. 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.
Data Portability on Termination or Switching: Upon request prior to or at the time of termination, Neptune will provide your data in a machine-readable format within a reasonable timeframe. Enterprise customers operating under EU law are entitled to data portability rights consistent with applicable regulations, including the EU Data Act.
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 solely to provide the Services to you, subject to the data handling terms in Section 6.
4.1 AI Output — Nature and Limitations Output generated through Neptune's Services ("AI Output") is produced by AI models and provided for informational and operational purposes only. The following applies to all AI Output regardless of the underlying model:
AI Output may be inaccurate, incomplete, or not fit for a specific purpose. You are solely responsible for reviewing, validating, and making decisions based on AI Output.
Neptune does not warrant the accuracy, legality, or fitness for use of any AI Output.
AI Output should not be used as the sole basis for decisions with significant legal, financial, medical, safety, or other material consequences without independent human review.
Neptune does not disclaim liability by attributing errors solely to the AI model. Where Neptune operates or controls the model environment, it maintains responsibility for the operational integrity of that environment.
4.2 Third-Party Model Output Where your deployment uses a third-party foundation model (e.g., Claude by Anthropic, OpenAI models), AI Output is also subject to the applicable upstream provider's terms of service and usage policies. Neptune does not control the outputs of third-party models and cannot guarantee consistency, availability, or behavior of third-party model integrations. Neptune will notify you of material changes to third-party integrations where reasonably practicable.
4.3 Customer Responsibility for Downstream Use If you deploy Neptune's Services to serve your own end users, you are responsible for ensuring that those deployments comply with applicable laws, including any disclosure requirements (e.g., disclosing to end users that they are interacting with an AI system), bias and fairness obligations, and sector-specific regulations applicable to your industry and jurisdiction.
5. Acceptable Use
You may not use the Services to:
Violate applicable 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 of the Services
Develop or deploy AI systems that engage in unlawful discrimination against protected classes
Generate, distribute, or facilitate the creation of deepfake content, synthetic media, or AI-generated content intended to deceive or defraud
Use AI systems to manipulate, exploit, or deceive vulnerable individuals
Deploy AI systems in high-risk contexts (including healthcare, legal, financial, or safety-critical applications) without appropriate human oversight and compliance with applicable sector regulations
Use the Services in any manner that violates the acceptable use policies of any third-party model provider integrated into your deployment
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's data handling practices depend on the type of service deployment you use.
6.1 Third-Party Model Deployments Where your deployment routes data through a third-party model API (e.g., Anthropic Claude, OpenAI), your data is transmitted to and processed by that provider in accordance with their data handling terms. Neptune does not control how third-party providers store, process, or use data submitted via their APIs. You are responsible for reviewing the applicable upstream provider's privacy and data policies before submitting sensitive or personal data through such deployments. Neptune will make reasonable efforts to disclose which third-party providers are in use for your deployment.
6.2 Self-Hosted Open-Source Model Deployments Where Neptune deploys an open-source model in a Neptune-managed or customer-managed secure environment, no data is transmitted to third-party model providers. Data remains within the designated infrastructure. Neptune implements administrative, technical, and physical safeguards appropriate to the hosting environment. Neptune does not sell, share, or reuse customer data across deployments.
6.3 Custom Fine-Tuning Engagements Custom model fine-tuning using customer data is performed only where:
The customer has explicitly requested fine-tuning as part of their engagement
A separate written agreement governing data use for training has been executed
The customer has confirmed it holds the legal right to use the submitted data for model training purposes
Fine-tuning engagements are conducted in logically isolated, secure environments. Models fine-tuned on one customer's data are never shared with, accessible to, or used to inform outputs for any other customer. Customers retain ownership of their proprietary training data at all times. Full details are set out in the AI Model and Data Use Notice.
6.4 General Privacy Commitments Across all service modes, Neptune:
Acts as a data processor for enterprise clients and as a data controller for self-service users
Does not sell user data
Complies with applicable privacy regulations including GDPR, CCPA, LGPD, and other applicable frameworks
Implements access controls, logging, and audit trails for data handling activities
May audit or monitor usage patterns to detect abuse or violations
See our Privacy Policy and AI Model and Data Use Notice for full details.
7. AI Regulatory Compliance
7.1 Neptune's Compliance Obligations As an AI platform operator, Neptune takes responsibility for:
Operating model deployments in accordance with applicable AI regulations, including the EU AI Act (where applicable) and relevant US state AI transparency and non-discrimination laws
Maintaining appropriate safeguards against bias, discrimination, and harmful outputs in Neptune-operated model environments
Providing transparency about the AI models and architectures used in your deployment
Maintaining incident reporting and escalation processes for safety-relevant model behavior
7.2 Customer Compliance Obligations Customers are responsible for ensuring their use of Neptune's Services complies with all laws and regulations applicable to their industry, jurisdiction, and end users, including:
Disclosure obligations (e.g., disclosing AI interaction to end users under applicable state laws)
Sector-specific AI regulations (e.g., healthcare, financial services, employment decisions)
Data protection obligations applicable to personal data submitted to Neptune's Services
Obligations under the EU AI Act applicable to deployers of AI systems (where relevant)
Neptune does not assume compliance obligations that belong to the customer by virtue of the customer's own regulatory status, industry, or jurisdiction.
8. 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.
Third-party models integrated into Neptune's Services remain the intellectual property of their respective providers and are subject to those providers' licensing terms.
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.
9. 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 aggregate liability to you exceed the total amount you paid to use the Services in the twelve (12) months prior to the event giving rise to the claim.
For the avoidance of doubt, this liability cap applies to contractual claims between you and Neptune. It does not limit, modify, or transfer regulatory fines, penalties, or enforcement actions imposed by governmental or regulatory authorities under applicable law. Each party remains solely responsible for any regulatory penalties arising from its own non-compliance with applicable AI, data protection, or other laws.
10. 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
Your failure to comply with AI disclosure, compliance, or regulatory obligations applicable to your own deployments and end users
Neptune reserves the right to assume the exclusive defense and control of any matter subject to indemnification.
11. 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 may request export of your data in a machine-readable format prior to or at the time of termination
Fine-tuned models trained exclusively on your data will be made available for export or securely deleted upon written request
Neptune is not liable for any loss resulting from termination.
12. 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.
Nothing in this section limits the ability of either party to seek emergency injunctive or equitable relief from a court of competent jurisdiction, or to comply with regulatory requirements of applicable governmental authorities.
13. 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 at least 30 days prior to taking effect where reasonably practicable. Your continued use of the Services after changes are posted constitutes your acceptance.
14. 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: March 2026