Terms of Service

1. Accepting these terms

These Terms of Service (the "Terms") are a legal agreement between you and And Zeros LLC, a New Mexico limited liability company ("And Zeros," "we," "us"). By creating an account or using Semantic Spy in any way, you agree to be bound by these Terms and by our Privacy Policy.

If you're using Semantic Spy on behalf of a company or other organization, you represent that you have the authority to bind that organization to these Terms, and "you" then refers to that organization.

2. What Semantic Spy is

Semantic Spy is a software-as-a-service tool that helps you compare a web page you control against a competitor's web page for a target keyword. It fetches both pages, generates a semantic audit, surfaces gaps in structure, entities, and AI-citation readiness, and produces suggested fixes.

The specific features, credit allowances, and included routes may change over time as the product evolves. Material changes to what your plan includes will be communicated in advance.

3. Your account

• You must be at least 16 years old to create an account.
• You must provide accurate information and keep it up to date.
• You are responsible for keeping your password secure and for all activity that happens under your account.
• You must notify us at hello@andzeros.com if you suspect unauthorized access.
• One person or organization per account, unless you're on a plan that includes team seats — in which case invited teammates each get their own login.

4. Plans, credits, and billing

Plans

Semantic Spy offers tiered subscription plans (currently Starter, Scout, Operator, and Agency) plus a private beta. Each plan includes a fixed monthly credit allowance. Prices, credit allowances, and included features for each plan are shown on the Billing page inside the product.

Credits

• Each audit or citation test consumes credits at the rate shown in the product before you run it.
• Monthly credits reset at the start of each billing cycle and do not roll over.
• Bonus credits (from promo codes or one-time top-ups) roll over until used.

Billing

• Paid plans auto-renew monthly on the same day of the month, using the payment method on file.
• You can cancel at any time from the Billing page. Cancellation takes effect at the end of the current billing cycle — the plan remains active until then.
• All fees are in US dollars and are exclusive of any applicable taxes, which will be added at checkout where required.
• Failed payments will be retried up to 3 times over 14 days. If payment ultimately fails, the account will be downgraded to the free Starter tier until payment is resolved.

Refunds

We offer a refund of the most recent monthly charge if no audits have been run in that cycle. Beyond that, subscription fees are non-refundable, but you may cancel at any time to avoid future charges.

Beta pricing

Participants in the private beta lock founding pricing when the product launches publicly. Founding-pricing terms are set out separately in the beta acceptance email.

5. Acceptable use

You agree to use Semantic Spy only for lawful, legitimate business purposes. Specifically, you agree not to:

• Enter URLs you do not have the right to audit — this includes private, gated, or authenticated pages you don't have access to, and public pages whose owner has expressly forbidden third-party analysis in their terms of service.
• Attempt to bypass rate limits, credit allowances, or authentication.
• Reverse-engineer, decompile, or copy the product to build a competing service.
• Resell raw audit output as your own service without clearly disclosing that it was generated by Semantic Spy.
• Use the product to generate content that is defamatory, deceptive, or that infringes any third party's rights.
• Upload malware, exploit code, or otherwise interfere with the product's operation or the operation of any third-party service we rely on.
• Use the product for harassment, hate speech, illegal activity, or in any way that violates applicable law.

We may suspend or terminate accounts that violate these rules. Serious or repeat violations are grounds for immediate termination without refund.

6. Intellectual property

What you own

You own the inputs you provide (URLs, keywords, your own page content) and the audit outputs generated for your account. You are free to use those outputs internally, share them with clients, publish them, or paste generated code into your own site.

What we own

We own the Semantic Spy product itself — the software, the audit algorithms, the underlying prompts, the user interface, the visual design, our trademarks (including "Semantic Spy" and "And Zeros"), and any aggregated, de-identified statistics we derive from usage across the platform.

License you grant us

By using the product, you grant us a limited, non-exclusive license to store, process, and display your inputs and outputs solely for the purpose of operating the product for you. This license ends when you delete the data or close your account.

7. AI-generated output

• Ranking is determined by search engines, not by us. We do not guarantee that acting on any Semantic Spy suggestion will improve your ranking, traffic, or AI-citation rate.
• AI-generated code (JSON-LD, HTML snippets, schema) should be reviewed by a competent developer before deployment. We are not liable for bugs, breakage, or SEO consequences that arise from shipping unreviewed generated code.
• AI-generated copy should be fact-checked. Language models occasionally produce plausible-sounding statistics or citations that are inaccurate.
• AI-generated outreach templates should be reviewed and personalized before sending — mass-blasting AI-drafted email is bad for you, bad for the recipient, and may violate anti-spam laws (CAN-SPAM, GDPR).

8. Sub-processors

To operate the product, we send limited data to third-party sub-processors. The complete, up-to-date list is in our Privacy Policy. As of the effective date, they are: Anthropic (Claude API), Supabase, Serper.dev, Vercel, and Stripe.

Continued use of the product after we add a new sub-processor constitutes your consent to that addition. Material additions are announced in advance via account email.

9. Warranties & disclaimers

Semantic Spy is provided "AS IS" and "AS AVAILABLE." To the maximum extent permitted by law, we disclaim all warranties, express or implied, including but not limited to merchantability, fitness for a particular purpose, non-infringement, uninterrupted service, and accuracy of AI-generated output.

We do not warrant that the product will be error-free, that specific features will remain available, or that any particular business outcome will result from using it.

10. Limitation of liability

To the maximum extent permitted by law:

• We are not liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, lost data, or business interruption, even if we were advised of the possibility.
• Our total aggregate liability to you for any claim arising out of or related to these Terms or the product is capped at the greater of (a) the amount you paid us in the 12 months preceding the claim, or (b) US $100.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so parts of this section may not apply to you.

11. Your indemnity to us

You agree to defend, indemnify, and hold harmless And Zeros LLC, its officers, employees, and contractors from any claim, damage, liability, or expense (including reasonable attorneys' fees) arising out of:

• Your violation of these Terms or the Privacy Policy;
• Your use of the product to audit URLs you did not have the right to audit;
• Your publication or use of AI-generated output without review; or
• Your infringement of any third party's rights.

12. Term & termination

By you

You can cancel your subscription at any time from the Billing page. You can close your account entirely at any time by emailing hello@andzeros.com. Deletion of your data is described in the Privacy Policy.

By us

We may suspend or terminate your account (i) immediately, if you materially breach these Terms, engage in fraud, or use the product for illegal activity; or (ii) with 30 days' notice, for any other reason.

On termination

Sections that by their nature should survive termination — including intellectual property, disclaimers, limitation of liability, indemnity, and governing law — will survive.

You will have 30 days from the effective date of termination to export your data before it is permanently deleted from our active systems.

13. Governing law & disputes

These Terms are governed by the laws of the State of New Mexico, USA, without regard to its conflict-of-laws provisions.

Informal resolution first

Before filing any formal claim, you agree to try to resolve the dispute informally by contacting hello@andzeros.com. We commit to responding within 30 days.

Venue

If informal resolution fails, you agree that any dispute will be resolved exclusively in the state or federal courts located in Santa Fe County, New Mexico, and you consent to personal jurisdiction there.

14. Changes to these terms

We may update these Terms from time to time. If we make a material change, we'll:

• Update the "Last updated" date at the top of this page;
• Email account holders at least 30 days before the change takes effect;
• Give you the option to cancel before the change becomes binding on your account.

Continued use of the product after the effective date means you accept the updated Terms. Prior versions are available on request.

15. Contact

Questions about these Terms or the product:

Doug Saltzman
Founder, And Zeros LLC
hello@andzeros.com
Santa Fe, NM · United States