VERSION 1.1
This document regulates the use of and access to the StackSpot Platform, the stackspot.com website, and the content contained therein, for the purposes outlined in these Terms and Conditions. Acceptance of the conditions and clauses below is required for the use of the PLATFORM. The website content and the Platform are owned by ZUP I.T. SERVIÇOS EM TECNOLOGIA E INOVAÇÃO S/A, hereafter referred to as “ZUP”. ZUP may amend these Terms and Conditions at any time, and such amendments shall become effective immediately upon posting the updated version. You may view the updated version of the Terms and Conditions at any time at stackspot.com/terms The acceptance of these Terms and Conditions is confirmed by the CLIENT’s agreement by electronic means and by the confirmation of reading when during the CLIENT’S registration.
1.1. These Terms and Conditions constitute an agreement between ZUP I.T SERVIÇOS TECNOLOGIA E INOVAÇÃO S.A (“Zup”), its Clients (“Clients”), and Users of the Platform, collectively referred to as the Parties (“Parties”), and aim to detail the conditions applicable to the StackSpot EDP and StackSpot AI Platform (“Platform”), available at stackspot.com, and integrates the agreement entered into between the Agreement celebrated between the Parties (the “Agreement”).
1.2. StackSpot offers a software development platform that includes, but is not limited to, an application development platform (StackSpot EDP) and artificial intelligence (StackSpot AI). The purpose of this agreement is to regulate the use of these services by the contracting party, in accordance with the terms and conditions set forth herein.
1.3. Documents comprising the Terms and Conditions. These Terms and Conditions consist of the annexes, policies, and other documents referenced in this document, which are an inseparable part of it, and are applicable to all parties involved.
1.4. Document Precedence Rule. In the event of a conflict between the Terms and Conditions, including the documents that comprise them, and the Agreement, the following order of precedence shall apply: (i) the provisions of these Terms and Conditions; (ii) the documents comprising these Terms and Conditions; and (iii) the Agreement, except where expressly stated otherwise in the Agreement itself.
1.5. StackSpot Glossary. The terms and expressions addressed in these Terms and Conditions are detailed in Annex VII – StackSpot Glossary.
2.1. StackSpot EDP. The StackSpot EDP is an Enterprise Developer Platform that, as specified in its StackSpot EDP Technical Documentation (the “StackSpot EDP Technical Documentation”), provides an innovative and efficient technology development solution for collaboration, creation of standards, and technology reuse patterns among technology developers. The StackSpot EDP also allows the Client’s users to perform transactions and interact with each other, as well as connect their accounts with a cloud provider.
2.2. The sections specifically applicable to the StackSpot EDP service are detailed in Annex I: “Specific Conditions for STACKSPOT EDP.”
2.3. StackSpot AI. Within the Platform, Zup provides a service in which artificial intelligence (“AI”) technology is used for the specific purpose of creating hyper-contextualized agents based on the Client’s or Zup’s knowledge sources made available in StackSpot AI (the “Knowledge Sources”), with the aim of supporting various stages of the development cycle.
2.4. The sections specifically applicable to the StackSpot AI service are detailed in Annex II: “Specific Conditions for STACKSPOT AI.”
3.1. The StackSpot platform offers its users the following types of accounts: Enterprise Account, PoC Account, and Trial Account. The main differences between these accounts are detailed in Annex VI – Comparative Table of StackSpot Accounts, which is an integral part of this agreement.
a) Enterprise Account(s): A business account managed by the company, where the Account Holder can configure SSO, integrate SCM, add members, manage workspaces, studios, permissions, and create environments. The specific terms are detailed in Annex III – Specificities of StackSpot Accounts: ENTERPRISE ACCOUNT.
b) POC Account(s): The PoC Account is a temporary account with limited access to StackSpot, created for a Proof of Concept (PoC) between Zup and the Client, intended exclusively for internal evaluation. The general licensing terms are those established in Annex III – Specificities of StackSpot Accounts: ENTERPRISE ACCOUNT, with the specificities of PoC Accounts detailed in Annex V: Specificities of PoC Accounts.
c) Trial Account(s): A Trial Account é uma conta individual voltada para usuários pessoa física, criada para permitir o uso temporário e limitado da StackSpot AI com o objetivo de avaliação. Os termos gerais de licenciamento são aqueles estabelecidos no Anexo V – Especificidades das Contas StackSpot: AI TRIAL ACCOUNT.
| Version | Modification Date | Approver | Modification |
| 1 | 12/09/2024 | Zup Legal | Initial Version |
| 1.1 | 04/01/2025 | Zup Legal | Inclusion of Trial Account, glossary, and adjustments |
1. Applicability of Annex I. This annex is a supplement to the StackSpot Terms and Conditions, with the content detailed herein being specifically applicable to the Enterprise Developer Platform (EDP), the “StackSpot EDP,” as defined in the “StackSpot Services” section of the Terms and Conditions, while the general provisions of the Terms and Conditions remain valid. In the event of a conflict between the provisions of this annex and the general provisions of the StackSpot Terms and Conditions, the information contained in this Annex I shall prevail.
2. Integration with Cloud Providers. To enhance the Client’s experience, StackSpot EDP allows Clients to integrate their accounts with their cloud provider accounts. Should the Client choose to do so, they will be fully responsible for providing Zup with any necessary information regarding the cloud provider account to enable the integration of both accounts: Zup and the cloud providers. However, Zup shall not be held liable for any configuration or integration failures.
3. Content Sharing and Privacy. The content created by the Enterprise Client within StackSpot EDP is private by default and may be shared with third parties, depending on the visibility settings configured by the Client’s account administrator.
1. Applicability of Annex II. This annex is a supplement to the StackSpot Terms and Conditions, with the content detailed herein being specifically applicable to StackSpot Artificial Intelligence (AI), the “StackSpot AI,” as defined in the “StackSpot Services” section of the Terms and Conditions. The general provisions of the Terms and Conditions remain valid. In the event of a conflict between the provisions of this annex and the general provisions of the StackSpot Terms and Conditions, the information contained in this Annex II shall prevail.
2. Use of Artificial Intelligence. The Client acknowledges and agrees that StackSpot AI uses third-party Artificial Intelligence services (“AI Service Provider”) integrated into the service. The Client is solely responsible for all use and evaluation of the Outputs (“Outputs”) regarding their accuracy and suitability for the intended use case, including the use of human review as appropriate. Zup does not guarantee that the AI-generated results will be error-free or suitable for all Client purposes, and it is recommended to review and validate the results before application.
3. Disclosure of AI Usage. The Client acknowledges that all content generated using StackSpot AI involves the use of artificial intelligence and must explicitly communicate to the users of the Client’s Services and Content that these were created with the use of artificial intelligence.
4. Monthly Token Limitation. Enterprise accounts have no limitation on the number of Tokens (the smallest units of text processed by the model) used monthly in the LLM.
5. No Use of Personal Data in StackSpot AI. StackSpot AI is a service exclusively focused on the software development lifecycle, aiming to generate code and automate software development processes. The service scope does not include the use of personal data, even in the context of Knowledge Sources. Zup does not recommend using personal data in StackSpot AI and is not responsible for any processing of personal data performed by the Client or its users. The Client is solely responsible for ensuring that the data used in StackSpot AI complies with applicable privacy and data protection laws, including but not limited to the General Data Protection Law (LGPD) and the General Data Protection Regulation (GDPR). Zup will not be liable for any direct or indirect damage caused to the Client or third parties resulting from the processing of personal data by the Client in StackSpot AI, including but not limited to privacy violations, data loss, or any other impact related to the misuse of personal data.
6. Client Content in StackSpot AI. Client Content in StackSpot AI includes the Output (“Output”) received from StackSpot AI, as well as the Knowledge Sources built with Client information. Between the Client and Zup, and to the extent permitted by applicable law, the Client:
a) Retains ownership rights to its Knowledge Sources, excluding public data or third-party intellectual property, including Zup’s;
b) Holds intellectual property rights related to the Output.
7. Client Data Storage by Zup. During the provision of services, Zup will store the Client’s user data as detailed in the table below, aiming to ensure the efficient execution of the contracted services. These data will be used exclusively for the described purposes, ensuring that the processing complies with operational and legal requirements. After contract termination, Zup will retain the Client’s data for up to 5 (five) years, after which they will be permanently deleted in accordance with data retention policies and applicable regulatory requirements.
| Data type | Data stored by Zup | Data stored purpose |
| Creation of Stack AI | Accountslug, accountid, id da Stack AI, nome da Stack AI, usecase, programminglanguage, framework, testframework, observability, patterns, dependencies, cloudprovider, cloudattributes, visibilitylevel, username, creator, action, ipsource, _time | Operational purposes, auditing, platform improvement |
| Creation of Quick Command | Accountslug, accountid, id do conteúdo, nome do conteúdo, description, slug, type, steps, creator email, visibilitylevel, action, ipsource, _time | Operations purposes, auditing, platform improvement |
| Custom Quick Command Executions | Account_slug, account_id, user_mail, quick_command_slug, quick_command_type, duration_execution, status_execution, message_error, knowledge_sources, tokens_consumed, execution_id, _time, ipsource | Operational purposes, auditing, platform improvement |
| Knowledge Source Creation | Account_slug, account_id, id do conteúdo, nome do conteúdo, description, slug, type, visibility_level, creator email, action, ipsource, _time | Operational purposes, auditing, platform improvement |
| Agent Creation | Accountslug account id id name slug systemprompt description llm_config knowledge_sources_config conversation_starter visibility_level action created_at created_by updated_at updated_by ipsource _id _source _time _type useremail agent_ id_is_service_credential | Operational purposes, auditing, platform improvement |
| Generated Response | Account_slug, answer, knowledge_sources, language, os, user email, workspace_id, prompt_tokens, completion_tokens, total_cost, _time, account_id, platform, model_name, user_prompt, stackspot_ai_version, platform_version, message_id, conversation_id, ipsource | Operational purposes, auditing, platform improvement |
| Code Copied or Injected | Account_slug, code, knowledge_sources, language, os, user email, workspace_id, ipsource, _time, account_id, platform, stack_id, stackspot_ai_version, platform_version, ipsource, _time | Operational purposes, auditing, platform improvement |
| User Feedback Provided | Account_slug, account_id, feedback, chosenfeedbackoptions, additionalfeedback, messageid, conversationid, ipsource, _time | Operational purposes, auditing, platform improvement |
8. StackSpot AI Data Management. In addition to StackSpot’s Privacy Policy, Customer data will follow the following flow for the effective provision of StackSpot AI services:
9. Client Information Sharing and AI Model Training. The operational process of the StackSpot AI service is designed based on a shared instance, as detailed in the figure above and the description below:
a) LLM (Large Language Model). StackSpot AI utilizes, by default, language models from artificial intelligence service providers. A standard LLM, shared among users, is made available to all types of StackSpot accounts.
b) Use of Client Information for LLM Training. StackSpot AI ensures that the data provided by clients is not used to train its language models (LLM). Client information is processed exclusively to provide personalized responses and solutions within the platform, without being used to improve or train the LLM models utilized by StackSpot AI. StackSpot AI guarantees that all information is handled securely and in compliance with privacy policies, ensuring that sensitive or proprietary data is neither shared nor exposed to other users.
c) Data Segregation. Each StackSpot AI account has its own isolated database schema, ensuring complete data separation between clients. This includes standard relational tables and specific tables for Knowledge Objects, which store vectorized documents.
d) Data Isolation. StackSpot AI adopts strict security and data isolation measures, ensuring there is no possibility of confusion or data sharing between different clients’ databases.
e) StackSpot AI Responses. The responses generated by StackSpot AI are based exclusively on the data and vectorized documents of the client’s account. There is no consideration or use of information from other clients in the responses provided by StackSpot AI.
f) Notwithstanding any provision to the contrary, the Client acknowledges that, due to the nature of the StackSpot AI feature and Zup’s services related to the Platform, and artificial intelligence in general, the results provided by the Platform may not be exclusive. While the intellectual properties of clients are safeguarded, other clients or users may receive similar content from the Platform and Zup’s services.
10. Additional Restrictions – StackSpot AI. In addition to the restrictions established in the Agreement, the Client acknowledges that the StackSpot AI service may not be used for the purpose of:
a) Submitting to Zup any personal information of children under the age of 13 or the applicable age of digital consent, or allowing minors to use our Services without parental or guardian consent;
b) Using the Output to develop any artificial intelligence models that compete with Zup’s products and services or those of the AI Service Provider;
c) Buying, selling, or transferring API keys to, from, or with a third party;
d) Using the Services to create, receive, maintain, transmit, or process any information that includes or constitutes “Protected Health Information,” as defined under the HIPAA Privacy Rule (45 C.F.R. Section 160.103);
e) Utilizing StackSpot AI for purposes involving the use, collection, processing, storage, disclosure, and/or sharing of third-party personal data;
f) Developing, promoting, or distributing illegal, discriminatory, offensive content, or content that infringes on the rights of third parties, including but not limited to intellectual property rights, privacy, and data protection;
g) Creating or facilitating malicious activities, such as cyberattacks, malware dissemination, phishing, or any other practices that compromise the security of systems, data, or individuals.
h) Engaging in practices that may cause harm, damage, or negative impacts to individuals, organizations, or society at large.
i) Violating principles of accessibility, inclusion, and respect for diversity, as per the commitments made by StackSpot in its accessibility guidelines.
11. However, you may use the Output to:
a) Develop artificial intelligence models primarily intended to categorize, classify, or organize data (e.g., embedding or classifiers), provided that such models are not distributed or made commercially available to third parties;
b) Fine-tune models provided as part of our Services.
12. Intellectual Property. The Client and Users acknowledge and agree that StackSpot AI generates results based on prompts provided by the User, utilizing knowledge sources (“Knowledge Sources”) that may be configured and input by third parties, including the User themselves. As such, Zup does not exclusively control or delimit these knowledge sources and the User’s interactions with the platform. Therefore, Zup assumes no responsibility for the content or the basis used to generate the results. The Client and User are fully and solely responsible for reviewing, analyzing, and ensuring that the results generated by StackSpot AI, based on the prompts and Knowledge Sources used, do not infringe on intellectual property rights, copyrights, trade secrets, or any other third-party rights. Any actions necessary to correct, adapt, or mitigate potential infringements resulting from the use of the generated results will be the sole responsibility of the Client and User.
12.1. If Zup is notified or involved in any dispute, claim, or proceeding related to an allegation of intellectual property rights infringement caused by the results generated by StackSpot AI, Zup commits to collaborating with the Client to assist in defending against such allegations. This collaboration will be limited to providing reasonable information and technical support as necessary. However, such collaboration does not, under any circumstances, imply Zup’s assumption of responsibility for the allegations or any consequences arising from these disputes.
1. CREATION OF STACKSPOT ENTERPRISE ACCOUNTS
1. Customer Account Information. Customers must provide accurate and up-to-date account information. The Customer is responsible for all activities that occur under their account, including the activities of any user (each, a “User”) linked to the account who has access to it.
1.2. The Customer may only request access for Users to the platform, linking them to the Customer’s account, if these Users are their employees or agents. The Customer may not assign, transfer, make available, or request the creation of access credentials for their account to third parties, including subcontractors, without prior written authorization from Zup. Any such request must be formalized by the Customer, who must provide all necessary information for evaluation and approval by Zup.
1.3. The Customer and Users linked to their account are prohibited from sharing individual login credentials with each other or with third parties within an account, as well as from reselling or renting access to the Customer’s account.
1.4. The Customer shall promptly notify Zup if they become aware of any unauthorized access or misuse of their account or our Services.
1.5. The Customer acknowledges that Zup may require additional information or data validation for the creation and maintenance of the Customer’s account.
1.6. Responsibility for the Creation of the Enterprise Account. The Customer’s Administrator User commits to providing Zup, via email, with a list containing the full name and corporate email address of the users who should have accounts created on the StackSpot AI and StackSpot EDP platforms, as stipulated in the Service Request Terms. Zup will proceed with the account creation and send confirmation to the respective provided email addresses. It is established that accounts will only be created using the Customer’s corporate email addresses; personal emails or domains unrelated to the Customer’s organization will not be accepted.
2. STACKSPOT LICENSING
2.1. Services Licensed to the Client. Zup grants the Client a non-exclusive right to access and use the Services (detailed in Annexes I and II) during the licensing term, price, quantity, and scope as specified in each Service Request Term (“SRT” or “Service Request Term”) signed between the parties.
2.2.The Services are licensed to clients under two modalities:
a) StackSpot EDP licenses
b) StackSpot AI licences
c) StackSpot EDP & StackSpot AI licenses
2.3. StackSpot Licensing. The StackSpot EDP and StackSpot AI licenses are licensed by Zup to the Client on a non-exclusive, non-transferable, and temporary basis, valid during the term of the agreement for the specific purpose of use within the Client’s internal business environment. The commercialization, sublicensing, and distribution of the Software are strictly prohibited. Unless otherwise agreed in the SRTs, all infrastructure necessary for the use of the Software must be provided by the Client.
3. TEST LICENSES
3.1. StackSpot may offer interested clients a test license for the StackSpot Enterprise platform (“Test License”), which is a temporary license granted by Zup to allow the client to evaluate and test the functionalities of the StackSpot platform. These licenses are provided for a specific period, previously agreed upon by the parties, and are subject to the same Terms and Conditions applicable to StackSpot Enterprise accounts. During the test period, the client is fully and exclusively responsible for all activities performed under their account, including compliance with usage restrictions. It is important to note that for Test Licenses, Zup assumes no responsibility for any issues, losses, or damages arising from the use of such licenses. The client is entirely responsible for reviewing and ensuring compliance with the established requirements and limitations. As such, the section “Responsibility of the Parties and Limitations” does not apply to Test Licenses.
4. NEW FEATURES AND UPDATES TO STACKSPOT
4.1. New StackSpot Features. Zup may add new features to the Services at any time without prior notice. Should the Client wish to utilize these new features, any related adaptation costs (including, but not limited to, professional service costs for specific configurations/deployments) will be borne by the Client.
4.2. Platform Updates by the Client. The Client acknowledges that it is essential to implement the updates provided by the Platform to ensure corrections, implementations, and support, where applicable. If this requirement is not met, Zup will not be held responsible for the proper functioning of the Platform, nor for any SLA breaches or support obligations, which will remain suspended until the Client complies with the provisions of this section.
5. PRICE AND PAYMENT TERMS
5.1. Price. The pricing of the StackSpot platform pertains to the basic subscription for platform usage, as detailed in the Service Request Terms executed between the Parties. Zup reserves the right to charge additional fees over time for access to Zup Content, such as, but not limited to, Quick Commands, Agents, Knowledge Sources, among others. Zup commits to informing the Client in advance about the availability and applicable fees for these additional contents, ensuring the Client has the option to opt-in or decline such services.
5.2. Billing and Payment Terms. Zup will issue the invoices for the licensing of StackSpot services through its headquarters, ZUP I.T. SERVIÇOS EM TECNOLOGIA E INOVAÇÃO S/A, CNPJ nº 01.451.373/0001-41. For monthly license payments, Zup will send the Client, by the fifth business day of the following month, a license report, which will be considered tacitly accepted if no disagreement is expressed within five business days of its delivery. Following this acceptance, Zup will issue the invoice with a due date of 30 calendar days from the issuance date.
5.3. Payment Method. Payments shall be made via deposit into Zup’s designated bank account, which will be provided to the Client.
5.4. Late Payment. In the event of a delay in payment of amounts owed by the Client to Zup on their respective due dates, the Client will be subject to a late payment penalty of 2% (two percent) on the overdue and unpaid amount, in addition to default interest of 1% (one percent) per month. Furthermore, Zup may suspend access to the services until payment is regularized.
5.5. Service Price Adjustments. The amounts due for the contracted Services, as per the service commencement date established in the Service Orders, will be automatically adjusted every 12 (twelve) months, calculated based on the positive variation of the IPCA (FIPE) – Broad Consumer Price Index. If this index is unavailable, it may be replaced by the IGP-M (FGV) – General Market Price Index of the Getúlio Vargas Foundation, or another price index that may replace them.
6. TERM OF VALIDITY
6.1. Term of Validity. The term of validity for StackSpot Services will commence as specified in the TSS that governs its contracting or on the date the Client begins using the services, whichever occurs first. If no specific term of validity is explicitly defined in the TSSs, the services will remain in effect for an indefinite period until terminated in accordance with the provisions set forth in the “Termination and Rescission” section or until the Product is definitively discontinued, whichever occurs last.
7. TERMINATION AND RESCISSION
7.1. Termination. These Terms and Conditions may be terminated at any time by either Party, upon providing a 30 (thirty) days’ prior notice, provided there is no provision to the contrary in the TSSs.
7.2. Rescission. These Terms and Conditions will be immediately terminated by operation of law upon the simple delivery of written notice to the other Party in the event of the following occurrences:
a) Breach of any condition of these Terms and Conditions or violation of any legal, regulatory, or statutory rule to which the Party is subject and/or whose compliance is necessary for the full execution of the contracted object, if not remedied within a maximum period of 30 (thirty) days from the date of notification informing the breach;
b) Due to Unresolved Economic-Financial Imbalance If an economic-financial imbalance is not remedied within a maximum period of 15 (fifteen) days from the date of notification detailing the facts and/or circumstances compromising the economic-financial capacity of the relationship between the Parties;
c) and in the event of the filing of bankruptcy/insolvency, intervention, or judicial or extrajudicial liquidation, judicial or extrajudicial recovery, or dissolution of either Party.
7.3. Payments Owed by the Client in Case of Termination. If Zup requests the termination of the StackSpot product licensing or rescinds this Agreement under the circumstances outlined in items (a) and (c) of the section above, the Client shall be responsible for paying all outstanding amounts related to active Service Orders. Such payments must be made within 30 (thirty) days from the end of the cure period described in item (a) of the section above or from the date of notification in the case of item (c) of the section above. In cases of licensing service agreements, regardless of the licensing modality, if the licenses are contracted for a fixed term as detailed in the TSSs, the Client will not be entitled to a refund of the contracted amounts, and any unpaid amounts will become due and immediately payable.
7.4. In all cases of termination or rescission of these Terms and Conditions, the Client must cease access to Zup’s Services, Products, and Software within the notified period. Failure to do so will constitute a violation of Zup’s intellectual property rights, and the Client will be required to indemnify Zup for the period of unauthorized use, in addition to any proven damages.
7.5. Effect of Termination and Rescission. Upon termination, rescission, or expiration of each TSS, the provisions that, by their nature, are intended to survive the end of the commercial relationship between the Parties will remain in full force and effect according to their terms. These include obligations of confidentiality, limitations of liability, intellectual property rights, privacy, and disclaimers.
8. SERVICE SUSPENSION
8.1. Service Suspension by Zup. Zup may suspend services at any time and without prior notice in cases of scheduled maintenance, improvements, updates, information security issues, breach of these terms by the Client, or any other circumstance compromising the integrity of the services. In such cases, Zup will not be obligated to indemnify or refund the Client for any amounts paid for the services and licenses, regardless of the duration of the service suspension.
9. SERVICE SUPPORT
9.1. Standard Enterprise Support (“Standard Enterprise Support”). The Enterprise licenses of the Platform include remote support, accessible by the Client through the logged-in area of the platform. The support will operate during business hours, from 9:00 AM to 6:00 PM (GMT-3), Monday to Friday, excluding holidays, following the official calendar of São Paulo City, Brazil. Assistance will be provided in accordance with the SLA established in the table below, which defines response and resolution times for different levels of case severity:
| Case Severity | Response Time | Criticality | Time for First Response | Availability | Description |
| Incident - Business-critical system inactive | Up to 8 running hours | P1 | Up to 30 minutes | 24x7x365 | Your business is completely impacted |
| Incident - Production system inactive | Up to 12 running hours | P2 | Up to 30 minutes | 24x7x365 | Your business is significantly impacted. Important product functions are unavailable |
| Incident - Production system compromised | Up to 24 business hours* | P3 | 2 hours | Business hours from 9:00 AM to 6:00 PM | Important product functions are impaired or degraded |
| Incident - System compromised | Up to 36 business hours* | P4 | 2 hours | Business hours from 9:00 AM to 6:00 PM | Non-critical product functions are behaving abnormally, or you have an urgent development question |
| Service Request - General guidance | Up to 10 business days* | P5 | 2 hours | Business hours from 9:00 AM to 6:00 PM | You have a general development question or wish to request a feature |
*Business hours are defined as the working period from 9:00 AM to 6:00 PM.
10. STACKSPOT CONTENTS
10.1. Zup Content (“Zup Content”). Refers to any data, material, or other types of non-customized content owned by Zup and made available to its clients within the Platform, including but not limited to: visual interfaces, stacks, plugins, knowledge sources, agents, prompts, code, text, written materials, videos, and other audiovisual works, pictorial works such as images, photographs, graphics, figures, illustrations, and drawings, audio recordings and musical compositions, compilations, functionality integration logic and algorithms, technical documentation, development standards, reports, and any other artistic works.
10.2. Use of Zup Content by the Client. Zup Content must be used by the Client strictly in accordance with these Terms and Conditions to enable developers to accelerate their software production by optimizing their development process. The Client agrees not to perform any act or omission that infringes upon the intellectual property rights of Zup Content, including but not limited to copyrights and trade secrets. The use of Zup Content or Services for decision-making purposes by the Client is the Client’s sole responsibility. The form, content, and pricing of Zup Content made available to the Client are as described in the Commercial Proposals and Service Request Terms signed between the Parties. The Client also agrees not to engage in reverse engineering, decompilation, or any other attempt to access the source code or operational logic of Zup Content, under penalty of violating Zup’s trade secrets. Zup Content may not be copied, distributed, or used outside the context of the StackSpot platform without Zup’s express authorization.
10.3. Client Content (“Client Content”). Client Content encompasses StackSpot AI Client Content and StackSpot EDP Client Content. Clients may create, publish, or make available information, including stacks, plugins, text, written materials, knowledge sources, and prompts, for use by their users. Clients retain all proprietary rights related to such content and are solely responsible for the content created by their users.
10.4. Zup shall not be held liable for any copyright or intellectual property infringement resulting from information, documents, and content made available or published by the Client, including but not limited to results generated by artificial intelligence based on prompts and Knowledge Sources provided by the Client and Users. However, Zup commits to analyzing, reviewing, and removing such content upon receiving formal notification of the violation or upon identifying any infringement of the obligations established in these Terms and Conditions, its annexes, or the Agreement.
10.5. Third-Party Content. Third parties, including other clients, may offer products, services, or content through the Services (“Third-Party Content”). If the Client chooses, at their sole discretion, to use Third-Party Content, their access and use of such content will be subject to the terms, conditions, and policies of the third parties, and Zup shall not be held responsible for these services.
11. INTELLECTUAL PROPERTY
11.1. Zup Intellectual Property. Refers to all and any rights of Zup related to patents, utility models, industrial designs, copyrights, trademarks, trade dress, rights in new creations, trade secrets, software, integrated circuits, Zup Content as defined in the “StackSpot Content” section, domain names, and all other rights related to copyrights, industrial property, and exclusivity rights over intangibles of any kind, in any jurisdiction (including any registration applications), including inventions, externalized ideas, externalized concepts, discoveries, developments, research, technology, intellectual work, trade secrets, software and/or its source code and object code, firmware, content, audiovisual material, tools, technical processes, know-how or technical knowledge, data, plans, devices, apparatus, specifications, drawings, prototypes, circuits, layouts, new inventions, algorithms, programs, codes, documentation, or any other material or information, tangible or intangible, whether protected as patents, copyrights, trademarks, or otherwise, including all versions, modifications, improvements, and derivative works of each invention, discovery, improvement, process, software, utility model, artwork, and other works protected by copyrights, industrial designs, and/or trademarks, particularly but not limited to intangible objects protected related to the Services and protected by applicable laws.
11.2. Improvements, Enhancements, and Related Items. All improvements, enhancements, corrections, translations, amendments, new versions, or derivative works, among others, that modify or alter Zup’s Intellectual Property shall remain Zup’s Intellectual Property.
11.3. Feedback. If the Client and/or User provides feedback, opinions, ideas, or critiques about the Services (“Feedback”), the Client and/or User grants Zup the right to use and exploit it without restriction or compensation. Feedback provided by the Client to Zup may be used to improve the services without generating any financial or other obligations on Zup’s part.
11.4. Pre-Existing Material. During the execution of the Services, both parties may use materials they own or have previously licensed, which shall remain the property of the owning party. Neither party shall have rights over the other party’s materials, except as necessary for the execution of the Services. Where applicable, Zup will expressly grant the Client a license to use such materials exclusively for the purposes of this Agreement.
11.5. Third-Party Actions. If the Client is legally challenged for intellectual property infringement by third parties exclusively related to the StackSpot Product or Zup Content made available to the Client, the Client must:
a) Notify Zup immediately upon becoming aware of the claim;
b) Collaborate with Zup by providing all necessary information and documents for the defense;
c) Align the defense strategy with Zup;
d) Obtain Zup’s prior written approval for any settlement.
11.6. At its discretion, Zup may: Modify or replace the Final Product to ensure it does not infringe third-party rights while maintaining the agreed specifications;
11.7. If the above options are not viable, terminate the Agreement and proportionally reimburse the Client for amounts paid, adjusted for inflation.
12. RESTRICTIONS
12.1. Restrictions on the Client’s Use of Services. The Client, as well as Users, whether or not linked to the Client’s account, shall not, and shall not allow third parties to:
a) Use the Services, Zup Content, or Client Content in a manner that violates any applicable laws, this Agreement, and its annexes;
b) Use the Services, Zup Content, or Client Content in a manner that infringes, misappropriates, or otherwise violates the rights of third parties;
c) Gather, recompile, decompile, translate, perform model extraction or theft attacks, or attempt to discover the source code or underlying components, of the Services, algorithms, and systems of the Services (except to the extent that such restrictions are contrary to applicable law);
d) Use any method to extract data from the Services that is not permitted under this Agreement;
e) Misuse Zup Content or the Services, including any violation of trademark rights, copyrights, or other intellectual property rights;
f) Distribute, reproduce, modify, sell, lease, rent, store, transfer, reverse engineer, allow access to, or use Zup Content or the Services in any manner not specified in these Terms and Conditions;
g) Provide access to the Services to third parties in any format;
h) Transfer the licensing of the Software to an affiliate or third parties.
13. CONFIDENTIALITY
13.1. Confidential Information (“Confidential Information”). Refers to all information of the Parties, whether written, verbal, or otherwise presented, tangible or intangible, and may include, but is not limited to: know-how, techniques, designs, specifications, drawings, copies, diagrams, formulas, models, samples, flowcharts, sketches, photographs, plans, computer programs, disks, diskettes, tapes, contracts, business plans, processes, designs, product concepts, ideas, samples, customer names, resellers and/or distributors, pricing and costs, marketing definitions and information, inventions and ideas, and other technical, financial, or commercial information, among others, to which the other Party may have direct access and knowledge, or which may be entrusted to them during and due to the use of the Services.
13.2. The Parties agree to maintain confidentiality regarding the Confidential Information to which they, directly or through their directors, employees, and/or agents, may have access, knowledge, or that may be entrusted to them. They commit not to disclose, reproduce, use, or share such Confidential Information with third parties under any circumstances, nor to allow any of their directors, employees, and/or agents to use such Confidential Information improperly or for purposes other than those for which it was provided.
13.2. The Parties shall be exempt from fulfilling the confidentiality obligations established in this section regarding Confidential Information in the following cases:
a) When the Confidential Information is widely known or becomes public knowledge through spoken or written media, provided that the source of disclosure was not the other party;
b) When the Confidential Information has been disclosed to the public by the Party itself;
c) When the disclosure of Confidential Informationis authorized by the Client; and
d) When the Confidential Information is required by court order or government authorities.
13.4. Upon request by one of the Parties, the other Party agrees to return all originals, copies, reproductions, and summaries of the Confidential Information or to ensure, with proof, its destruction.
13.5. The confidentiality obligations established herein shall remain in effect for a period of five (5) years from the termination of the Service under which the information was disclosed, as per the TSS and these Terms and Conditions.
14. PRIVACY AND PERSONAL DATA PROTECTION
14.1. If, despite the prohibitions established in section 5 of Annex II of these Terms and Conditions, as a result of the use of the Services, the parties access, collect, store, and/or request personal data from third parties, they must comply with all applicable data privacy laws, including Brazil’s General Data Protection Law (“Lei Geral de Proteção de Dados” – “LGPD”) and the General Data Protection Regulation (“GDPR”), as applicable, and such data will be handled in accordance with the StackSpot Privacy Policy.
14.2. The access, collection, storage, and/or request of data will be the sole responsibility of the Party performing such actions, and they must take the necessary measures to protect the confidentiality of the data and ensure its use exclusively for the purposes expressly communicated to the data subject.
15. SEGURANÇA DA INFORMAÇÃO E DADOS PESSOAIS
15.1. Taking into account the state of the art, implementation costs, nature, scope, context, and purposes of processing, as well as the risk of varying probability and severity, the Parties must implement organizational measures to ensure an appropriate level of security for the risk. They must adopt technical and administrative security measures to protect information, systems, and personal data from unauthorized access and accidental or unlawful situations of destruction, loss, alteration, communication, or any form of improper or unlawful processing.
15.2. StackSpot commits to maintaining the highest security standards in its products, ensuring that the StackSpot AI and StackSpot EDP platforms comply with the requirements of applicable security certifications. These certifications aim to ensure that Client data and information are handled securely and in accordance with market best practices.
15.3. In the event of a security incident or personal data breach, the infringing Party must, within 50% (fifty percent) of the timeframe required by applicable legislation after becoming aware of the incident or breach, notify the other Party of the occurrence through the following points of contact:
a) For Zup, send a communication to the following email: juridico@zup.com.br, If it involves personal data, copy privacidade@zup.com.br. If it involves information security matters, copy Csirt@zup.com.br.
b) For the CLient, send a communication to the contact email provided in each TSS.
16. COMPLIANCE AND ANTI-CORRUPTION
16.1. The Parties expressly declare that there will be no solicitation, demand, receipt, payment, or promise of undue advantage for themselves or others, under the pretext of conditioning an act performed by a public and/or private agent.
16.2. The Parties declare, for all purpose, that:
a) They adopt policies for the prevention and combat of corruption, money laundering, and terrorism financing, in compliance with applicable legislation. They conduct their activities in strict adherence to these policies, refraining from practices prohibited by law or from using funds, assets, or rights derived from criminal offenses.
b) They conduct their business with the highest standards of ethics and compliance. Regarding the subject matter of this Agreement, they declare that they have not committed any acts that violate the provisions of this chapter.;
c) They do not engage in illegal labor practices and commit to refraining from employing practices akin to slave labor or child labor, except in the capacity of apprentices, in accordance with the provisions of the Consolidation of Labor Laws (CLT).
d) They do not employ individuals under the age of 18 (eighteen), including apprentices, in activities that may harm their education, physical, psychological, moral, or social development. They also do not employ them in hazardous, unhealthy, or nighttime environments, or in schedules that prevent school attendance.
e) They fully comply with labor legislation, including, but not limited to, regulations on working hours and employee rights. Furthermore, they do not hinder participation.
f) They do not adopt discriminatory or restrictive practices regarding access to or maintenance of employment, whether based on gender, origin, race, color, sexual orientation, physical condition, religion, marital status, age, family situation, or pregnancy status.
g) They carry out their activities in compliance with current environmental legislation, committing to prevent and eliminate practices that cause harm to the environment.
16.3. The parties declare, warrant, and agree that, with respect to this Agreement and their activities::
16.4. There has been and will be no request, demand, receipt, payment, or requirement, for themselves or others, of any undue advantage or promise of undue advantage, under the pretext of conditioning an act performed by a public and/or private agent;
16.4. They do not offer, promise, make payments, or provide benefits, gifts, incentives, bonuses, or anything of value to a Public Agent, whether domestic or foreign;
16.4. They do not donate funds, finance, or in any way subsidize illegal acts or practices..
17. WARRANTIES
17.1. Warranties. The Services are provided “as is”; this means that, except to the extent prohibited by law, Zup, its affiliates, and licensors make no warranties (express, implied, statutory, or otherwise) regarding the Services and disclaim all warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, satisfactory quality, non-infringement, and quiet enjoyment, as well as any warranties arising from any course of dealing or commercial usage.
17.2. Notwithstanding any provisions to the contrary, Zup makes no representations or warranties:
a) that the use of the Services will be uninterrupted, error-free, or secure,
b) that defects will be corrected,
c) that Zup Content will be accurate, or
d) regarding Third-Party Services.
18. LIABILITY OF THE PARTIES
18.1. Liability of the Parties and Limitations. Except as otherwise provided in these Terms and Conditions, the total liability of each Party related to the subject matter of these Terms and Conditions shall be limited to direct damages proven to have been caused by the negligence of the Breaching Party, up to the total amount paid for the product or service that specifically caused the damage in the 12 (twelve) months immediately preceding the event giving rise to the claim. Under no circumstances shall the Parties be liable for indirect damages or lost profits.
18.2. Exceptions to the Limitation of Liability. Nothing in the Agreement excludes or limits the liability of either Party for:
a) fraud, fraudulent misrepresentation, willful misconduct, and/or acts of corruption;
b) labor, tax, social security, and/or environmental obligations;
c) payment obligations of the Client under the Agreement and TSSs.
18.3. Disclaimer of Liability – Zup. Zup shall not be held liable nor provide any warranty in situations arising from:
a) accidents or negligence on the part of the Client or third parties;
b) any third-party item or service with which the Final Product has been used, or other causes beyond Zup’s control;
c) installation, operation, or use of the System, Platform, and Services in violation of or contrary to the instructions and restrictions imposed by Zup in this document;
d) use of the Services in an environment, manner, or for a purpose for which they were not designed;
e) modification, alteration, or repair by individuals not affiliated with Zup;
f) negligence, recklessness, or lack of skill on the part of the Client;
g) if the Client uses a version of the licensed Software and/or Platform that has been replaced, outdated, and/or if the identified violation/defect could have been avoided by using an updated version of the Software and/or Platform and related products made available by Zup, or resulting from the use of the Services by the Client or any End User after Zup has notified the Client to discontinue such use;
h) if the Client continues to use the Software and/or Platform after the expiration of the contracted license;
i) if the Client utilizes any of the Services and Products in combination with any other product, service, software, data, content, or method not provided by Zup to the Client under this Agreement and its Attachments.
19. MISCELLANEOUS
19.1. Amendments to the Terms and Conditions. Zup may update these Terms and Conditions or the Services documentation at any time and without prior notice. Any update will take effect on the date we post the updated Terms and Conditions. The Client’s continued use of or access to the Services after the effective date of an update will constitute acceptance of the update. It is the Client’s responsibility to monitor updates to this document.
19.2. Force Majeure. Neither Party shall be held liable for any failure or delay in performing its obligations under these Terms and Conditions if such failure or delay is caused by events beyond its reasonable control, including but not limited to natural disasters, wars, acts of terrorism, pandemics, strikes, third-party infrastructure failures, power outages, or any other force majeure event. The affected Party must notify the other Party immediately upon becoming aware of such an event and make reasonable efforts to mitigate the effects of the force majeure event.
19.3. Publicity. The Client hereby authorizes Zup to disclose in its internal commercial materials, external website, and other publications to third parties the fact that Zup provides services to the Client. This includes express authorization to include the Client’s name and logo in such materials, as well as the publication of case studies already known to the market and developed jointly with Zup, and use cases of the services.
19.4. Notices. Any notice, request, communication, or demand related to these terms must be made in writing via email to customer.service@stackspot.com.
19.5. Entire Agreement. This Agreement constitutes the entire agreement between the Client and Zup regarding its subject matter and supersedes all prior or contemporaneous agreements, communications, and understandings, whether written or oral.
19.6. Subcontractors. Zup may freely subcontract any part of the Services to third-party subcontractors without prior authorization from the Clients.
19.7. Assignment and Delegation. Zup may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets, or to any affiliate, or as part of a corporate reorganization.
19.8. Waiver and Severability. If the Client fails to comply with these Terms, and Zup does not take immediate action, this does not mean that Zup is waiving any of its rights. If any part of these Terms is determined to be invalid or unenforceable by a court of competent jurisdiction, that term will be enforced to the maximum extent permitted, and the remaining terms will remain in full force and effect.
19.9. Export Controls. The Services may not be used in or for the benefit of, exported, or re-exported:
a) to any country embargoed by the U.S. (collectively, the “Embargoed Countries”), or
b) to any person in the U.S. Department of the Treasury’s Specially Designated Nationals List, any other restricted parties list (existing now or in the future) identified by the Office of Foreign Assets Control, or the U.S. Department of Commerce’s Denied Persons List or Entity List, or any other restricted parties list (collectively, “Restricted Parties Lists”).The Client represents and warrants that it is not located in any of the Embargoed Countries and is not listed on any of these Restricted Parties Lists. The Client must comply with all applicable laws related to Embargoed Countries or Restricted Parties.
20. AUDIT
20.1. Zup reserves the right to conduct audits on the Client’s use of the Services to ensure compliance with these Terms and Conditions. The Client agrees to fully cooperate with any audit and provide access to all necessary information and systems to verify compliance. If any violation is identified, the Client will be responsible for all audit costs, as well as any applicable fees or penalties.
21. GOVERNING LAW AND JURISDICTION
21.1. This agreement shall be governed by and construed in accordance with the laws of the Federative Republic of Brazil.
21.2. The Parties elect the Central Court of the Judicial District of the Capital of the State of São Paulo as the exclusive jurisdiction to resolve any disputes arising from this agreement, waiving any other jurisdiction, no matter how privileged it may be.
1. Applicability of Annex IV. This annex complements the StackSpot Terms and Conditions and its respective annexes, applying specifically to PoC Accounts. The general provisions of the Terms and Conditions, as well as Annexes I, II, and III, remain valid.
1.1. The general licensing terms for PoC Accounts follow the provisions established in Annex III – Specificities of StackSpot Accounts: ENTERPRISE ACCOUNT, while the particularities of PoC Accounts are detailed in this annex. In the event of a conflict between the provisions of this annex and those of the General Terms and Conditions, the information contained in this Annex IV shall prevail.
2. Definitions of PoC Account. A PoC Account is a temporary account created exclusively for conducting a Proof of Concept (PoC) between Zup and the Client, with limited access to the StackSpot platform, intended solely for internal evaluation purposes, as defined in the PoC Agreement entered into by the Parties.
3. Scope. This account is intended for business use, without the possibility of direct collaboration with other users within the same account.
4. Access Management. In the PoC Account, access management and account creation are the exclusive responsibility of Zup, which configures and manages the permissions for using the StackSpot platform during the Proof of Concept (PoC) period. Zup defines the permission levels and controls user access, with the ability to restrict or disable integrations with cloud providers and source code management (SCM) systems.
5. Pricing. Unless otherwise provided in the PoC Agreement entered into by the Parties, during the PoC period, Zup will not charge any additional fees for the use of the StackSpot platform, provided that the Client complies with all obligations established in the agreement. Should the Client fail to meet these obligations, Zup reserves the right to charge for the services rendered or take other measures as stipulated in the agreement.
6. Term. The PoC Account will be made available to the Client exclusively during the term of the Proof of Concept (PoC), as stipulated in the PoC Agreement. The PoC term will commence on the account activation date and will remain valid for the period agreed upon by the Parties. Upon the conclusion of the PoC period, the Client’s access to the StackSpot platform will be automatically terminated.
7. Monthly Token Limitation in StackSpot AI. During the Proof of Concept (PoC) period, the Client will have access to the StackSpot platform through a PoC Account, which is not subject to monthly token limitations.
8. Sharing of Created Content. Content generated during the Proof of Concept (PoC) period through the PoC Account will be considered private and accessible exclusively by the Client and Zup. During the PoC term, the Client may use the generated content solely for internal evaluation purposes, as outlined in the PoC Agreement.
9. Features and Functionalities. The PoC Account provides the Client with limited access to the functionalities of the StackSpot platform, as defined in the Proof of Concept (PoC) Agreement. During the PoC period, the Client may test features such as the creation of Stacks and Plugins, but with time and scope restrictions as detailed in the PoC Agreement. Advanced functionalities, such as integration with cloud providers and other external systems, may be limited or disabled during the PoC, in accordance with the scope agreed upon by the Parties.
10. Support and SLA. The PoC Account will include the same Standard Support as Enterprise licenses, as stipulated in the StackSpot Terms and Conditions. However, support will only be available during the Proof of Concept (PoC) period, as agreed upon by the Parties. After the conclusion of the PoC, support will be automatically terminated along with access to the StackSpot platform, unless otherwise agreed upon by the Parties.
11. Scalability. The PoC Account has scalability limitations, being designed exclusively for internal evaluation purposes during the Proof of Concept (PoC) period. The use of the platform will be restricted to the scope and number of projects agreed upon in the PoC Agreement, without support for multiple simultaneous projects or large volumes of users. Any attempt to use the platform beyond the established limits may result in access or performance restrictions, as stipulated in the StackSpot Terms and Conditions.
12. Integration with Private LLM Instances. The PoC Account does not support integration with the Client’s private LLM (Large Language Model) instances. During the Proof of Concept (PoC) period, the Client will only have access to the standard language models provided by StackSpot.
13. Zup’s Liability. Zup shall not be liable to the Client or any third party for damages of any kind, including, without limitation, direct, special, incidental, punitive, or consequential damages, or damages related to loss of use, data, business, or profits, arising out of or related to this agreement, the PoC, or the use or inability to use the platform or services, or for any error or defect in the PoC, platform, or services, whether such liability arises from any claim based on contract, warranty, tort (including negligence), strict liability, or otherwise, and whether or not Zup has been advised of the possibility of such loss or damage. The Parties agree that these limitations shall survive and apply even if any limited remedy specified in this agreement is found to have failed of its essential purpose.
14. Account Termination. The PoC may be terminated by either Party, without cause, upon five (5) days’ prior written notice to the other Party. Zup also reserves the right to immediately terminate the PoC if the Client breaches any of its obligations set forth herein. Upon the conclusion of the PoC, the Client’s rights to use the Platform will immediately cease, and Zup will discontinue the Client’s access to the Platform.
15. Content Deletion and Intellectual Property Rights. All content generated during the Proof of Concept (PoC) period will be stored and accessible exclusively during the PoC term, as outlined in the agreement. Upon the conclusion of the PoC, unless the Client transitions to an Enterprise Account, Zup will permanently delete all generated content, with no possibility for the Client to recover or download it. The Client acknowledges and agrees that it will not have any intellectual property rights or licenses over the content generated during the PoC, except as expressly provided otherwise in the PoC Agreement. Furthermore, Zup shall not be liable for any losses or damages resulting from the deletion of content at the end of the PoC.
1. Applicability of Annex V. This annex serves as a complement to the StackSpot Terms and Conditions, with the content detailed herein specifically applicable to Trial Accounts. The general provisions of the Terms and Conditions remain valid. The general provisions of the Terms and Conditions, as well as Annexes I, II, and III, continue to apply.
1.1. The general licensing terms for Trial Accounts follow the provisions established in Annex III – Specificities of StackSpot Accounts: ENTERPRISE ACCOUNT, while the particularities of Trial Accounts are detailed in this annex. In the event of a conflict between the provisions of this annex and those of the General Terms and Conditions, the information contained in this Annex V shall prevail.
2. Definition of Trial Account. A Trial Account is an individual account intended for personal users, created to allow temporary and limited use of StackSpot AI solely for evaluation purposes. This account is not intended for corporate or commercial use.
3. Account Creation and Access Management. The Trial Account is created directly by the user on the StackSpot platform website. The information collected will be used for login purposes and to recommend predefined agents and content based on the user’s profile.
4. Access and Available Features. Except for the “Trial Account Limitations” detailed below, the Trial Account provides access to all AI functionalities, including Agents, Knowledge Sources (KSs), and Quick Commands (QCs).
4.1. Predefined Zup content may be made available to users, with suggestions based on the roles and profiles provided.
5. Trial Account Limitations. The limitations of the Trial Account are detailed in the table below:
| Limitation | Description |
| Duration and Usage | The trial account will be valid for up to 30 (thirty) consecutive days OR until the limit of 1 million tokens is reached, whichever comes first. |
| Maximum Token Quantify (including input tokens and output tokens) | Up to 1 million tokens |
| Knowledge Sources (KSs) | Creation of up to 10 Knowledge Sources |
| Embedding Tokens | Limit of 5 million tokens for the creation of Knowledge Sources. |
| Secrets Management | Limited to 5 (five) sensitive pieces of information for connecting with other applications |
| Unavailable Features | Enterprise features, such as analytics and "shared" content, are not available. |
6. Suspension and Termination. Zup may immediately suspend the account in case of misuse, such as attempts to bypass the trial account limitations or violation of the Terms and Conditions.
6.1. After reaching the limit of 1 million tokens or the 30 (thirty) consecutive days period, whichever occurs first, the user will no longer be able to interact with the LLM (Large Language Model). However, access to the account will be allowed exclusively for viewing previously created content, without the possibility of editing or further interaction.
7. Corporate Use. The AI Trial Account is intended exclusively for personal and non-corporate use. Zup reserves the right to monitor the proper use of the Trial Account. If evidence of corporate use is identified, Zup may retroactively charge the corresponding license fee for an enterprise account.
8. Account Deletion and Data Retention. The user may delete their account, with the deletion of information as established in section 7 of Annex II – ANNEX II – CONDITIONS SPECIFICALLY APPLICABLE TO STACKSPOT AI. After account deletion, Zup will retain the following data for up to 5 years: the user’s email, account usage days, and tokens consumed. This retention is to ensure proper use of the trial account and prevent fraud, such as repeated account creation to gain additional free usage periods. These data will not be shared with third parties or used for other purposes.
9. Scalability and Performance. The Trial Account has scalability and performance limitations, being designed exclusively for individual evaluation purposes, without support for multiple simultaneous projects or large volumes of users. Any attempt to use beyond the established limits may result in access or performance restrictions, as stipulated in the Terms and Conditions.
10. Monitoring. During the Trial Account period, the user will have access to a graph to track:(i) Token consumption; (ii) Account expiration date.
11. Account Upgrade. The platform will provide an “Account Upgrade” button, allowing the user to fill out a form to contact the sales team, serving as a lead generation strategy.
12. Trial Account Support (“Trial Account Support”). Trial Account licenses include remote support, accessible by the Client in the logged-in area of the platform. Support will operate during business hours, from 9:00 AM to 6:00 PM (GMT-3), Monday to Friday, excluding holidays, following the official calendar of São Paulo City, Brazil. No SLA is defined for Trial Account Support, and tickets will be responded to in the order they are received, being addressed as promptly as possible, depending on the support team’s availability.
13. Zup’s Liability. Zup shall not be liable to the client or any third party for damages of any kind, including, without limitation, direct, special, incidental, punitive, or consequential damages, or damages related to the loss of use, data, business, or profits, arising out of or related to the Trial Account, or the use or inability to use the platform or services, or any error or defect in the PoC, platform, or services, whether such liability arises from any claim based on contract, warranty, tort (including negligence), strict liability, or otherwise, and whether or not Zup has been advised of the possibility of such loss or damage. The parties agree that these limitations shall survive and apply even if any limited remedy specified in this agreement is found to have failed of its essential purpose.
14. Final Provisions.The use of the Trial Account for malicious activities, such as cyberattacks, malware dissemination, phishing, or any practice that compromises the security of systems, data, or individuals, is strictly prohibited.
1. Applicability of Annex VI. This annex is an integral part of the StackSpot Terms and Conditions and aims to provide a comparative overview of the types of accounts available on the StackSpot platform: Enterprise Account, PoC Account, and Trial Account.
1.1. The information contained in this annex is intended to facilitate the understanding of the main differences between the accounts, enabling clients to choose the option that best suits their needs.
| Features | Enterprise Account | PoC Account | Trial Account |
| Target Audience | Companies and organizations | Companies for temporary evaluation (Proof of Concept - PoC | Individual users for personal evaluation |
| Configuration Responsibility | Organization (Account Holder/Admin) | Zup | User |
| Collaboration | Allows collaboration among team members | Does not allow direct collaboration with other users | Does not allow direct collaboration with other users |
| Management Permissions | Account Holder/Admin can manage members, groups, roles, and permissions | Zup manages permissions and access | Not applicable |
| Content Creation | Creation of Stacks, Plugins, Workspaces, and Studios | Creation of Stacks, Plugins, Agents, Quick Commands, and Knowledge Sources with time and scope restrictions | Creation of Agents, Quick Commands, and up to 10 (ten) Knowledge Sources; with time restrictions |
| Integration with Cloud Providers | Yes, allows integration with cloud providers | May be limited or disabled, as per the PoC contract | Not avaliable |
| Token Limitation in StackSpot AI | No monthly token limitation | No monthly token limitation during the PoC period | Limit of 1 million tokens for LLM interactions and 5 million tokens for embeddings |
| Technical Support | Remote Support, as Contracted | Standard Support available only during the PoC period | Standard Support available only during the Trial Account period |
| Scalability | High scalability, supports multiple projects and large user volumes | Limited for internal evaluation purposes, does not support multiple projects | Limited for individual evaluation, does not support multiple projects |
| Content Visibility | Private, with configurable sharing options | Private, accessible only by the Client and Zup | Private, accessible only by the user |
| Price | Defined in the contract, based on the services contracted | Free during the PoC period, unless otherwise stated in the contract | Free for 30 days or until the consumption of 1 million tokens |
| Duration | Indefinite, until termination or rescission as per the contract | Limited to the PoC period, as stipulated in the contract | Limited to 30 days or until the consumption of 1 million tokens |
| Account Termination | Can be terminated by either party with 30 days' prior notice | Automatically terminated by Zup at the end of the PoC or upon early termination | Can be deleted by the User at any time |
| Integration with Private LLM Instance | Available | Not Available | Not Available |
| Term | Definition |
| Account | An account created on StackSpot to manage access and platform functionalities, which can be of the Enterprise, PoC, or Trial type, as specified in the Terms and Conditions. |
| Account Admin | A person with administrative privileges in a StackSpot account, responsible for managing permissions and configurations. |
| Account Holder | A person responsible for an account or with broad administrative permissions on the StackSpot platform. |
| API | Application Programming Interface that enables integration between systems and communication between different StackSpot services and other platforms. |
| Cloud Provider | A provider of cloud computing services used to host and manage applications and infrastructure |
| Cloud Services | A solution to execute and manage applications in the cloud, offering analysis, security, and optimization. |
| Conteúdo | Items created on StackSpot, such as Stacks, Starters, Plugins, Actions, agents, quick commands, and knowledge sources, which can be reused in workspaces and studios. |
| Embedding Token | The basic unit of text (word, part of a word, punctuation) used by an LLM to process and generate language in the embedding model (transforming text into vectors). |
| Estúdio | A space on StackSpot where content such as Plugins, Stacks, and Actions are created and managed in a centralized and standardized manner. |
| Knowledge Sources | Knowledge bases configured by the client or Zup on StackSpot, used to generate responses and outputs customized based on specific information. |
| LLM ou Large Language Model | A large-scale language model trained on vast datasets of text to understand, generate, and interact in natural language. |
| Output | The result generated by StackSpot based on the prompts provided by the client and the configured Knowledge Sources, which may include code, insights, or other relevant information. |
| Plugin | A component that adds new capabilities to an application or infrastructure, which can be versioned and associated with a Studio or Stack. |
| PoC Account | A temporary account created exclusively for conducting a Proof of Concept (PoC), with limited access to the StackSpot platform for internal evaluation purposes. |
| Provedor de IA Services | A third-party company or service that provides artificial intelligence technology used by StackSpot to generate outputs and assist in software development. The client is responsible for evaluating the adequacy of the generated results. |
| Quick commands | Quick commands available on StackSpot to facilitate the execution of specific tasks, such as a chain of prompt commands or web requests to streamline task execution. |
| SCM | Source Code Management system that enables version control, collaboration, and code integration among development teams. Integration with SCM can be configured in StackSpot Enterprise accounts. |
| Secrets Management | The secure management process of sensitive credentials, such as passwords, API keys, and authentication tokens, within StackSpot. This functionality allows centralizing, protecting, and managing these data at different levels. |
| SLA (Service Level Agreement) | An agreement that defines the standards of quality, availability, and support offered by StackSpot to its clients. |
| SSO (Single Sign-On) | An authentication mechanism that allows users to access the StackSpot platform using unique credentials integrated with corporate identity systems. |
| Stack | A grouping of Plugins that provides the necessary resources to create an application, which may include Starters to facilitate the start of development. |
| StackSpot | A platform developed by Zup that offers solutions for software development, including StackSpot EDP and StackSpot AI, with functionalities focused on automation, standardization, and collaboration. |
| StackSpot AI | StackSpot's artificial intelligence service that uses language models and Knowledge Sources to assist in software development, generating customized outputs. |
| StackSpot Cloud Services | A set of StackSpot tools for cloud processing, offering high performance, scalability, and infrastructure management support. |
| StackSpot EDP | StackSpot's Enterprise Developer Platform, which enables the creation of applications, integration with cloud providers, and reuse of development standards. |
| Starter | A pre-defined set of Plugins within a Stack, used as a starting point to create applications in a standardized manner. |
| Tenant | An organization or client using the StackSpot platform, with access to resources and functionalities configured in an isolated and customized manner. |
| Third-Party Services | Third-party services integrated into the StackSpot platform, such as cloud providers, monitoring tools, or external APIs. |
| Token | A basic unit of text (word, part of a word, punctuation) used by an LLM to process and generate language. |
| Workspace | A configurable environment on StackSpot where developers access and use specific content, such as Stacks and Plugins, to create and deploy applications in an organized and standardized manner. |
DEVELOPER PLATFORM
AI MULTI-AGENTS
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