Customer Terms of Service

Last updated: [EFFECTIVE DATE]

These Customer Terms of Service (“Terms”) govern access to and use of the Zercut platform by customers seeking quotations, ordering, and related services through Zercut. These Terms form a binding agreement between you and [LEGAL ENTITY NAME] (“Zercut,” “we,” “us,” or “our”).

By creating an account, accessing the platform, requesting a quote, or submitting an order, you agree to these Terms.

1. The Service

Zercut provides software and related online services that allow customers to upload files, configure order details, request quotes, submit orders, communicate with participating providers, and manage related account activity.

Zercut operates the platform only. Unless expressly stated otherwise in a separate written agreement, Zercut is not the manufacturer of parts, is not the shipping carrier, is not the importer or exporter of record, and does not independently inspect, certify, or guarantee the work performed by providers.

2. Eligibility and Accounts

You may use the platform only if you can form a binding contract and are authorized to act for yourself or the entity you represent.

You are responsible for:

• providing accurate account, billing, and delivery information;
• maintaining the confidentiality of your login credentials or login code access;
• all activity that occurs under your account; and
• ensuring that anyone using your account on your behalf is authorized to do so.

You must promptly notify Zercut if you believe your account has been compromised.

3. Quotes, Orders, and Provider Review

Quotes shown on the platform may be based on the information available at the time of the request, including uploaded file data, material selections, shipping assumptions, tax settings, and provider availability.

Unless Zercut expressly marks a quote as final and binding, quotes may change after provider review, including because of:

• file or geometry issues;
• manufacturing feasibility or tolerance requirements;
• material availability;
• shipping, packaging, or freight requirements;
• additional services requested or required; or
• tax, regulatory, or compliance considerations.

Submitting an order is a request for provider fulfillment through the platform. Order submission does not guarantee that a provider will accept, fulfill, or complete the order on the quoted terms.

4. Your Content and Uploaded Files

You retain your rights in files, drawings, specifications, text, and other content you upload or submit (“Customer Content”).

You grant Zercut a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit, display, and use Customer Content as necessary to operate, secure, improve, and support the platform and to make Customer Content available to relevant providers for quoting, production, support, and dispute handling.

You represent and warrant that:

• you own or control all rights needed to submit Customer Content;
• Customer Content does not infringe any third-party rights;
• Customer Content and related order instructions are accurate enough for the requested workflow; and
• Customer Content does not violate applicable law, export controls, sanctions, or these Terms.

5. Provider Relationship

Providers are independent businesses and are not employees, agents, partners, or subcontractors of Zercut solely by virtue of participating on the platform.

Zercut does not guarantee:

• provider availability;
• production capacity;
• manufacturing quality;
• part performance or fitness for a particular purpose;
• on-time shipment or delivery;
• carrier performance; or
• compliance of any provider with your internal procurement, quality, or regulatory requirements.

Any manufacturing or shipping arrangement is your responsibility and the provider’s responsibility, subject to the workflow and records maintained on the platform.

6. Pricing, Payment, Taxes, and Shipping

Fees, shipping charges, taxes, and other amounts may be estimated before final provider review. Final amounts may depend on provider acceptance, shipment details, additional services, and applicable taxes.

You authorize Zercut and its payment processors to charge or place authorization holds in accordance with the order flow presented on the platform.

You are responsible for:

• paying all fees, charges, and taxes associated with your order;
• providing valid payment information; and
• reviewing shipping and delivery details before submission.

Unless expressly stated otherwise, delivery dates are estimates only.

7. Cancellations, Refunds, and Disputes

Orders may become non-cancelable once accepted by a provider, production has started, materials have been allocated, or shipment arrangements have been made.

Refunds, credits, and dispute outcomes depend on the circumstances of the order, the platform records, provider activity, payment state, shipping state, and any separate written agreement between the parties.

Zercut may facilitate dispute handling but is not required to decide every dispute in your favor or act as an insurer, guarantor, or arbitrator of manufacturing outcomes.

8. Acceptable Use

You may not:

• use the platform for unlawful, fraudulent, or deceptive purposes;
• upload malicious code, harmful files, or content intended to disrupt the platform;
• interfere with platform security, rate limits, or access controls;
• attempt to access data, accounts, or systems without authorization;
• misuse provider information or personal data obtained through the platform; or
• use the platform in violation of sanctions, export laws, or trade restrictions.

9. Intellectual Property

The platform, including its software, workflows, branding, interfaces, and related materials, is owned by Zercut or its licensors and is protected by intellectual property laws.

Except for the limited right to use the platform in accordance with these Terms, no rights are granted to you by implication or otherwise.

10. Privacy

Your use of the platform is also subject to Zercut’s Privacy Policy, which explains how we collect, use, disclose, and protect personal information and how cookies and similar technologies are used.

11. Suspension and Termination

Zercut may suspend or terminate access to the platform, in whole or in part, if:

• you breach these Terms;
• your use creates security, legal, financial, or operational risk;
• we are required to do so by law, regulation, or court order; or
• continued access is no longer commercially or technically feasible.

You may stop using the platform at any time, but termination does not eliminate obligations already incurred, including payment obligations and obligations arising from submitted orders.

12. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.”

ZERCUT DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE PLATFORM OR ANY ORDER FLOW WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR SUITABLE FOR YOUR PARTICULAR BUSINESS OR TECHNICAL REQUIREMENTS.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZERCUT WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, DATA, GOODWILL, OR EXPECTED SAVINGS, ARISING OUT OF OR RELATED TO THE PLATFORM, ANY ORDER, ANY PROVIDER ACT, OR ANY SHIPPING OR MANUFACTURING OUTCOME.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZERCUT’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF:

• THE AMOUNTS YOU PAID TO ZERCUT FOR THE SPECIFIC ORDER OR SERVICE GIVING RISE TO THE CLAIM DURING THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY; OR
• USD $100.

These limitations apply even if a remedy fails of its essential purpose.

14. Indemnity

You will defend, indemnify, and hold harmless Zercut and its affiliates, officers, directors, employees, and agents from and against claims, liabilities, damages, losses, and expenses arising out of or related to:

• your Customer Content;
• your orders, specifications, or instructions;
• your breach of these Terms; or
• your violation of law or third-party rights.

15. Governing Law and Disputes

These Terms are governed by the laws of [JURISDICTION], without regard to conflict-of-laws rules.

Any dispute, claim, or controversy arising out of or relating to these Terms or the platform will be resolved in the courts located in [JURISDICTION], and you consent to their jurisdiction and venue, unless a different dispute process is required by applicable law or stated in a separate written agreement.

16. Changes to These Terms

Zercut may update these Terms from time to time. If we make material changes, we will provide reasonable notice before the changes take effect, such as by email, in-product notice, or another reasonable method. Non-material updates may take effect when posted or on the stated effective date. Your continued use of the platform after the effective date constitutes acceptance of the updated Terms, except where additional consent is required by applicable law.

17. Contact

Questions about these Terms may be sent to:

[LEGAL CONTACT EMAIL]

[LEGAL ENTITY NAME]

[LEGAL ENTITY ADDRESS]