Terms of Service · Zennvue

PLEASE READ THESE TERMS OF SERVICE CAREFULLY.

These Terms of Service form a legally binding contract between you and Viceroy, LLC d/b/a Viceroy NM. By creating an account, checking the acceptance box, clicking to accept, or accessing or using the Zennvue platform, you agree to these Terms. Section 20 requires that most disputes be resolved by binding individual arbitration and waives class actions and jury trials, subject to a 30-day opt-out.

These Terms of Service (the "Terms" or this "Agreement") are entered into by and between Viceroy, LLC d/b/a Viceroy NM, a New Mexico limited liability company, having its principal place of business at 8100 Wyoming Blvd NE, Ste M4-301, Albuquerque, NM 87113, operator of the Zennvue platform and marketplace for the event industry (a Trunnion AI product) ("Zennvue," "we," "us," or "our"), and you, the individual or entity that accepts these Terms ("you" or "your"). These Terms are effective as of the date you first accept them. The defined terms "we / us / our" and "you / your" are used interchangeably as the context requires.

Acceptance and Electronic Agreement
Definitions
Eligibility
Accounts and Security
The Service and Our Intermediary Role
Marketplace, User Interactions, and Release of Claims
Subscriptions, Billing, and Auto-Renewal
Client Payments to Vendors and the Platform Fee
User Content and License
Feedback
AI and Automated Features
Acceptable Use
Intellectual Property and Copyright Policy
Third-Party Services and Mobile Applications
Privacy
Disclaimers of Warranty
Limitation of Liability
Indemnification
Term and Termination
Dispute Resolution, Arbitration, and Class Waiver
Changes to These Terms
Export Controls and Sanctions
Notice to California Residents
General Provisions
Contact

1. Acceptance and Electronic Agreement

By creating an account, checking the acceptance box, clicking to accept, or accessing or using the Service (defined below), you agree to these Terms and to our Privacy Policy, Acceptable Use Policy, Cookie Policy, and, for vendors, the Vendor Agreement, each incorporated into this Agreement by reference. If you do not agree to any part of this Agreement, including any document incorporated by reference, do not use the Service.

Consent to electronic agreements. You consent to transact electronically and to receive all agreements, notices, disclosures, and other communications electronically, and you agree that your electronic acceptance has the same legal effect as a handwritten (wet-ink) signature under the federal E-SIGN Act and applicable state law. We log each acceptance against the specific version of each document.

Authority to bind an organization. If you use the Service for a business or other organization, you represent that you have the authority, whether actual or apparent, to bind that organization to this Agreement, and "you" includes that organization.

2. Definitions

"Service" means the Zennvue platform, website, marketplace, mobile applications, APIs, and related features and services operated by Zennvue.
"Vendor" means a business or professional that uses the Service to operate its event business, such as photographers, videographers, planners, DJs, caterers, florists, and venues.
"Client" or "Couple" means an individual who uses the Service to discover, engage, or pay vendors.
"Content" means any data, text, images, files, listings, reviews, or other material submitted to, generated through, or made available on the Service.
"Subscription" means a paid plan or marketplace add-on billed by Zennvue, as described in Section 7.
"Client Transaction" means a payment from a Client to a Vendor for event services, processed through Stripe.
"Stripe" means Stripe, Inc., the third-party payment processor that powers payments through the Service. Stripe is a separate, independent third party and is not a party to this Agreement; it acts solely as a payment service provider.

3. Eligibility

To use the Service, you must be at least 18 years old, have the legal capacity to enter into a binding contract, and not be barred from using the Service under applicable federal or state law. You must not be located in, or be a resident or national of, any country or territory subject to U.S. embargo or comprehensive sanctions, and you must not appear on any U.S. government restricted-party or sanctions list. The Service is not directed to children, and we do not knowingly allow anyone under 18, or anyone lacking the capacity to contract, to register.

4. Accounts and Security

You must provide accurate, current, and complete information and keep it updated. You are responsible for safeguarding your credentials and for all activity under your account, whether or not authorized by you. You may not share, sell, or transfer your account. You must notify us immediately of any unauthorized use or suspected breach. We may refuse, suspend, reclaim, or terminate accounts, including usernames, in our reasonable discretion, as described in Section 19.

5. The Service and Our Intermediary Role

Zennvue provides a software platform and online marketplace that lets vendors run their businesses (including bookings, CRM, contracts, proposals, invoices, payments, and marketplace listings) and lets clients discover and engage vendors, together with the AI-assisted features described in Section 11.

Zennvue is a neutral technology intermediary. Zennvue does not provide event services, is not a party to any contract or transaction between a vendor and a client, does not act as agent for any user, and does not guarantee the quality, safety, legality, timing, or completion of any vendor's services. All agreements for event services are solely between the vendor and the client.

We may modify the Service. We may add, change, suspend, or discontinue any part of the Service, including features, plans, and the marketplace, at any time. Except as expressly stated in these Terms, we are not liable to you for any modification, suspension, or discontinuation of the Service.

6. Marketplace, User Interactions, and Release of Claims

Zennvue does not vet, screen, endorse, or conduct background checks on vendors or clients, and does not verify their statements, qualifications, licensing, or insurance beyond any limited checks we may choose to perform. Listings, reviews, and user statements are the responsibility of the users who provide them. You are responsible for your own diligence before engaging or contracting with another user.

Release. Your interactions and transactions with other users are solely between you and those users. To the fullest extent permitted by law, you release Zennvue and its officers, directors, employees, and agents from any claims, demands, damages, and liabilities of every kind arising out of or connected to any dispute, act, or omission of another user, including any vendor's services or any client's conduct.

Waiver of California Civil Code Section 1542. If you are a California resident, you waive California Civil Code Section 1542, which provides that a general release does not extend to claims that the releasing party does not know or suspect to exist in their favor at the time of the release and that, if known, would have materially affected the settlement. You also waive any comparable provisions of other jurisdictions.

Assumption of risk. You assume all risk arising from your use of the Service and from in-person or virtual interactions with other users. Zennvue does not insure, defend, or indemnify any user against claims arising from another user's conduct or services.

7. Subscriptions, Billing, and Auto-Renewal

7.1 Plans and Fees

Zennvue offers paid subscription plans and optional marketplace placement add-ons. Current list pricing appears below and may change as described in Section 7.8. Annual terms are discounted by twenty percent (20%) versus monthly billing and may be selected at checkout.

Plan or Add-On	Audience	List price (per month)
Starter	Vendor	$49
Professional	Vendor	$99
Business	Vendor	$179
Studio	Vendor	$499
Enterprise	Vendor	$1,999
Silver Placement (add-on)	Vendor	$299
Gold Placement (add-on)	Vendor	$799
Couple — Free	Client	$0
Couple — Pro	Client	$9.99
Couple — Planner	Client	$39

7.2 Free Trial

Paid vendor plans include a fourteen (14) day free trial that does not require a payment method to begin. We disclose the trial length and what happens at the end of the trial before you start. If you do not add a payment method and subscribe before the trial ends, your trial access ends and you are not charged. We do not automatically convert a no-payment-method trial into a paid subscription.

7.3 Auto-Renewal and Affirmative Consent

Paid subscriptions automatically renew at the end of each billing period (monthly or annual, as selected) at the then-current rate, and your payment method is charged automatically, until you cancel. By starting a paid subscription, you provide affirmative consent to this recurring charge and acknowledge the renewal frequency, amount, and cancellation method, which we present before you subscribe. After you subscribe, we send an acknowledgment that includes the renewal terms, the cancellation method, and how to contact support, and we send any renewal or price-change notices required by law.

7.4 Cancellation

You may cancel at any time in your account settings, using a method at least as easy as the method you used to subscribe. Cancellation stops future renewals and takes effect at the end of the current paid period; you keep access until then. We do not require phone calls, retention interviews, or additional unrelated steps to cancel a subscription you started online.

7.5 Refunds

Except where required by law, subscription fees already paid to Zennvue are non-refundable, and partial periods are not prorated. This policy applies to Zennvue subscription fees only and does not affect vendor-to-client refunds, which are set by the vendor under the Vendor Agreement.

7.6 Taxes

Stated prices do not include taxes. You are responsible for all sales, use, value-added, and similar taxes on your Subscription, except taxes on Zennvue's net income. Where required, we may calculate and collect applicable taxes.

7.7 Failed Payments and Collection

If a charge fails, we may retry, suspend, or downgrade your access, and you remain responsible for amounts due. You authorize us to update payment-method details through services offered by Stripe or the card networks. Past-due amounts may accrue interest to the extent permitted by law, and you are responsible for reasonable collection costs.

7.8 Price Changes

We may change prices. For increases to the price you pay, we will give advance notice before the change applies at your next renewal, and you may cancel before it takes effect.

8. Client Payments to Vendors and the Platform Fee

Client Transactions are processed by Stripe through Stripe Connect. Each vendor connects its own Stripe account and is onboarded directly under Stripe's terms; funds for client invoices are charged to the client and settle to the vendor's connected Stripe account, and the vendor is the merchant of record for its Client Transactions.

Platform fee. Zennvue charges a platform fee of two and nine-tenths percent (2.9%) on Client Transactions, collected as an application fee through Stripe Connect. Standard Stripe processing fees also apply and are charged by Stripe. Zennvue does not hold, control, transmit, or take possession of funds for Client Transactions, and Zennvue does not commingle client or vendor funds with its operating funds. Chargebacks, refunds, disputes, and applicable taxes on Client Transactions are the responsibility of the vendor as merchant of record, as further described in the Vendor Agreement. Zennvue does not store full payment card numbers; card data is handled by Stripe under its terms. The payment-related provisions of these Terms are intended to benefit Stripe as a third-party beneficiary.

9. User Content and License

You retain ownership of Content you submit. You grant Zennvue a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to host, store, reproduce, modify (for formatting and display), publish, and distribute your Content to operate, provide, secure, promote, and improve the Service, including to display vendor listings and any reviews in the marketplace. You represent that you own or have the rights to your Content and any individuals depicted, and that your Content does not violate law or third-party rights. We may, but are not obligated to, review, screen, or remove Content at our discretion.

10. Feedback

If you give us suggestions, ideas, or other feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it without restriction or obligation to you.

11. AI and Automated Features

The Service includes AI-assisted features that process user-entered data to generate parsing, recommendations, drafts, lead scoring, marketplace matching, and similar output. These features are delivered using third-party model providers, currently Anthropic, with OpenAI and Google (Gemini) as fallback providers, under terms intended to prevent training on data you submit through the Service.

No professional advice; your responsibility. AI output may be inaccurate, incomplete, or unsuitable, is provided for convenience only, and does not constitute legal, financial, tax, medical, or other professional advice. You are responsible for reviewing and verifying AI output before relying on it or sending it to others, and you remain responsible for any contracts, communications, or decisions you make. We do not use AI to make decisions that produce legal or similarly significant effects about you without human involvement.

12. Acceptable Use

You agree to comply with the Acceptable Use Policy, incorporated by reference. Prohibited conduct includes fraud, harassment, infringement, unlawful activity, scraping, security circumvention, posting fake or incentivized listings or reviews, and prohibited off-platform solicitation. Violations may result in removal of Content, suspension, or termination under Section 19, in addition to other remedies.

13. Intellectual Property and Copyright Policy

The Service, including its software, design, trademarks, logos, and related intellectual property, is owned by Zennvue or its licensors and protected by federal and state law. We grant you a limited, revocable, non-exclusive, non-transferable license to use the Service under these Terms. You may not copy, modify, distribute, reverse engineer, or create derivative works of the Service except as permitted by law.

13.1 DMCA Notices

We respond to notices of alleged copyright infringement under the Digital Millennium Copyright Act ("DMCA") and may remove infringing Content and terminate repeat infringers. Send notices to our designated agent at dmca@zennvue.com, or by mail to Viceroy, LLC d/b/a Viceroy NM, Attn: DMCA Agent, 8100 Wyoming Blvd NE, Ste M4-301, Albuquerque, NM 87113, with the information required by 17 U.S.C. § 512(c)(3), including: (a) your physical or electronic signature; (b) identification of the copyrighted work claimed to be infringed; (c) identification of the material claimed to be infringing and its location on the Service; (d) your contact information; (e) a statement that you have a good-faith belief the use is not authorized; and (f) a statement, under penalty of perjury, that the information is accurate and that you are the owner or authorized to act on the owner's behalf.

13.2 Counter-Notice

If your Content was removed and you believe the removal was a mistake or misidentification, you may send a counter-notice to the designated agent above with the information required by 17 U.S.C. § 512(g)(3). We may restore the Content within ten (10) to fourteen (14) business days after receiving a valid counter-notice unless the complaining party files an action seeking a court order.

13.3 Repeat Infringers

We will, in appropriate circumstances and at our discretion, disable or terminate the accounts of users who are repeat infringers.

14. Third-Party Services and Mobile Applications

The Service relies on and links to third-party services, including Stripe for payments and our hosting provider. Your use of those services is governed by their own terms. Zennvue is not responsible for third-party services, content, or sites, and does not endorse them.

Mobile applications. If you download a Zennvue mobile application from the Apple App Store or Google Play, your use is also subject to that store's terms. You acquire a limited, non-transferable license to use the application on a device you own or control. To the extent the application is obtained through the Apple App Store, Apple is a third-party beneficiary of the application license and may enforce it, and Apple is not responsible for the application or any claims relating to it.

15. Privacy

Our Privacy Policy describes how we collect, use, and share personal information and is incorporated into these Terms. By using the Service you acknowledge the Privacy Policy.

16. Disclaimers of Warranty

The Service is provided "as is" and "as available," without warranties of any kind, express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties arising from course of dealing or usage of trade. Zennvue does not warrant that the Service will be uninterrupted, secure, or error-free, that defects will be corrected, or that AI output, listings, or user content will be accurate or reliable. Zennvue makes no warranty regarding any vendor, client, or third party, or any transaction between them. Some jurisdictions do not allow certain disclaimers, so some may not apply to you.

17. Limitation of Liability

To the maximum extent permitted by law, Zennvue and its affiliates, officers, directors, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, goodwill, or business interruption, arising out of or related to the Service or these Terms, whether based on contract, tort, or any other theory, even if advised of the possibility and even if a remedy fails of its essential purpose.

Zennvue's total cumulative liability for all claims related to the Service will not exceed the greater of the amounts you paid Zennvue in the 12 months before the event giving rise to the claim, or one hundred U.S. dollars ($100). These limits apply in the aggregate and do not limit liability that cannot be limited by law.

18. Indemnification

You will indemnify, defend, and hold harmless Zennvue and its affiliates, officers, directors, employees, and agents from any claims, damages, liabilities, losses, and expenses, including reasonable attorneys' fees, arising out of or related to your use of the Service, your Content, your violation of these Terms or applicable law or third-party rights, or, for vendors, the services you provide to clients. We will notify you of the claim, may participate with our own counsel, and you will not settle any claim affecting Zennvue without our prior written consent.

19. Term and Termination

These Terms apply while you use the Service. You may stop using it at any time. We may suspend or terminate your access, with or without notice, for breach, to protect the Service or others, or as required by law. On termination, your license to use the Service ends; provisions that by their nature should survive (including Sections 6, 8 through 10, and 13 through 24) survive. For vendors, in-flight bookings and payouts are handled under the Vendor Agreement.

20. Dispute Resolution, Arbitration, and Class Waiver

20.1 Informal Resolution First

Before starting an arbitration or proceeding, you and Zennvue agree to try to resolve the dispute informally by sending written notice describing the dispute and giving the other side sixty (60) days to resolve it. Notice to Zennvue must be sent to legal@zennvue.com. This is a precondition to starting a formal proceeding.

20.2 Binding Arbitration

Except as stated below, any dispute arising out of or relating to these Terms or the Service will be resolved by final and binding individual arbitration administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (or, for disputes with business users, its Commercial Arbitration Rules), before a single arbitrator, seated in or near Bernalillo County, New Mexico, or conducted by video or telephone where available. The arbitrator decides all issues, except that a court decides the validity and scope of the class-action waiver. Arbitration fees are allocated under the applicable AAA rules. The Federal Arbitration Act governs the interpretation and enforcement of this Section.

20.3 Class and Jury Waiver

You and Zennvue agree to bring claims only in an individual capacity and not as a plaintiff or class member in any class, collective, or representative proceeding, and you and Zennvue waive the right to a jury trial. The arbitrator may not consolidate more than one person's claims or preside over any class or representative proceeding. If the class-action waiver is found unenforceable, the rest of this Section does not apply to the affected claims, which proceed in court.

20.4 Governing Law, Venue, and Time to Bring Claims

These Terms are governed by the laws of the State of New Mexico and Federal Law where applicable within the United States District Courts of New Mexico, without regard to conflict-of-laws rules. For any matter not subject to arbitration, the exclusive venue is the state courts located in Bernalillo County, New Mexico, and the United States District Court for the District of New Mexico, and you consent to their jurisdiction. Any claim must be brought within one (1) year after it arises, to the extent permitted by law.

21. Changes to These Terms

We may update these Terms. We will post the updated version with a new version number and effective date. For material changes, we will require you to re-accept on your next login before continuing to use the Service, and your continued use after the effective date constitutes acceptance. Each acceptance is logged against the specific document version, which supports enforceability.

22. Export Controls and Sanctions

You will comply with U.S. export-control and sanctions laws. You represent that you are not located in an embargoed jurisdiction, are not on a U.S. restricted-party or sanctions list, and will not use or export the Service in violation of those laws.

23. Notice to California Residents

Under California Civil Code Section 1789.3, California users may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by phone at (800) 952-5210.

24. General Provisions

These Terms, with the Privacy Policy, Acceptable Use Policy, Cookie Policy, and (for vendors) the Vendor Agreement, are the entire agreement between you and Zennvue regarding the Service and supersede prior agreements on the subject. If any provision is held unenforceable, it will be limited or severed and the rest will remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them, including in a merger, acquisition, or sale of assets. We may provide notices through the Service or your account email. Headings are for convenience only. Except for Stripe as to payment provisions, there are no third-party beneficiaries. The parties are independent contractors, and these Terms create no agency, partnership, or joint venture. The English-language version controls. We are not liable for delays or failures caused by events beyond our reasonable control. The terms of this written contract represent the entire agreement between You and Us, there are no agreements outside of the terms of this Contract between the parties.

25. Contact

Zennvue is operated by Viceroy, LLC d/b/a Viceroy NM.

8100 Wyoming Blvd NE, Ste M4-301, Albuquerque, NM 87113

General inquiries: hello@zennvue.com
Legal notices: legal@zennvue.com
Copyright (DMCA) agent: dmca@zennvue.com

By accepting these Terms, you acknowledge that you have read, understood, and agree to be bound by this Agreement.

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