Terms & Conditions
1. Introduction: Overview of the Agreement
Welcome to Velatir ("we," "our," or "us"). These Terms and Conditions ("T&C") govern your access to and use of our Software-as-a-Service (SaaS) platform, including our downloadable Software Development Kit (SDK) and related services (collectively, the "Service"). By accessing or using the Service, you agree to be bound by these T&C.
2. Definitions: Key Terms
Community Version: The free, limited-access version of the Service.
Paid Versions: Subscription-based tiers of the Service.
User: Any individual or entity accessing or using the Service.
Customer Data: Any data uploaded, processed, or generated by the User through the Service.
Confidential Information: Any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information does not include information that (i) is or becomes publicly available without breach of these T&C, (ii) was known to the receiving party prior to disclosure, (iii) is received from a third party without breach of any obligation to confidentiality, or (iv) is independently developed without use of the disclosing party's Confidential Information.
3. License Grant: Rights to Use the Service
We grant you a non-exclusive, non-transferable, and revocable license to use the Service in accordance with these T&C:
Community Version: Subject to feature and usage restrictions.
Paid Versions: Subject to payment of applicable fees and additional functionalities as described in the subscription plan.
You may not reverse engineer, redistribute, or modify the Service without our prior written consent.
4. Acceptable Use Policy: Prohibited Activities You agree not to
Use the Service for spamming, phishing, or other abusive practices.
Attempt unauthorized access to the Service or its underlying systems.
Upload or distribute malicious code, viruses, or other harmful content.
Violate any applicable laws or third-party rights.
We reserve the right to suspend or terminate your access for violations of this policy.
5. Intellectual Property Rights: Ownership and Protection
All rights, titles, and interests in the Service, including its software, content, and documentation, are owned by us or our licensors. Nothing in these T&C transfers ownership of any intellectual property rights to you.
6. User Content: Your Responsibilities
You represent and warrant that you own or have the necessary rights to any content you upload to the Service. By uploading content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, process, and analyze your content for the purposes of providing and improving the Service, enhancing user experience, and developing new features or products.
7. Confidentiality: Protecting Sensitive Information
Each party agrees to protect the other party's Confidential Information and not disclose it to third parties without prior consent, except as required by law. This obligation survives the termination of these T&C.
8. Publicity: Use of Your Name and Logo
You grant us the right to add your name and company logo to our customer list and website. You can opt out of this use by contacting us at [email protected]
9. Fair Use Policy: Equitable Access for All Users
To ensure equitable access to the Service, we reserve the right to impose limits on usage of the Service. This includes, but is not limited to, restrictions on:
Excessive API calls or data uploads.
Activities that disproportionately impact the performance or availability of the Service for other users.
Any use that exceeds reasonable, non-commercial purposes.
We may suspend or terminate access to the Service for violations of this policy.
10. Fees and Payment Terms
Fees for the Paid Versions of the Service are detailed on our website or in a written agreement. All fees are exclusive of applicable taxes, which you are responsible for paying.
10.1 License Fees
Payments are due in advance for the agreed subscription term (monthly, annually, or otherwise).
Payment must be made through the methods we specify, such as credit card, wire transfer, or other electronic payment systems.
If payment is not received by the due date, we reserve the right to suspend or terminate your access to the Paid Versions of the Service until the outstanding fees are paid.
10.2 Payment Terms
Unless otherwise specified:
Payments are due in advance for the agreed subscription term (monthly, annually, or otherwise).
Payment must be made through the methods we specify, such as credit card, wire transfer, or other electronic payment systems.
If payment is not received by the due date, we reserve the right to suspend or terminate your access to the Paid Versions of the Service until the outstanding fees are paid.
10.3 Refund Policy
Except as required by law or explicitly stated in these T&C, all payments are non-refundable
10.4 Automatic Renewal
Subscriptions will automatically renew for successive terms unless canceled before the renewal date. Fees for the renewal term will be charged at the then-current rate.
10.5 Late Payments
If any payment is overdue, we may choose to charge a late-fee of 50 EUR and interest at the lesser of 1.5% per month or the highest rate permitted by law. You are responsible for all reasonable costs associated with collecting overdue amounts, including legal fees.
10.6 Price Changes
We reserve the right to change our fees and payment terms upon providing reasonable notice to you. Continued use of the Service after such notice constitutes acceptance of the updated fees.
11. Liability and Disclaimers
11.1 Performance Warranty
We warrant that the Paid Versions of the Service will be provided in a manner consistent with generally accepted industry standards. This warranty does not apply to the Community Version.
In the event of non-conformance with this warranty, we will use commercially reasonable efforts to correct such non-conformance. If we cannot correct the issue within sixty (60) days from the date you notify us, you may terminate your subscription, and we will refund any prepaid but unused fees for the Paid Versions.
11.2 Disclaimer of Warranties
Except as expressly provided in the Performance Warranty above, the Service is provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory. We disclaim all warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
11.3 Limitation of Liability
To the fullest extent permitted by law:
We are not liable for any indirect, incidental, punitive, or consequential damages, including loss of profits, data, or business opportunities, arising out of or related to these T&C.
Our total liability for any claims related to the Paid Versions is limited to the amount you paid in the twelve (12) months preceding the claim.
We are not responsible for defects, errors, or issues arising from the installation, use, or operation of the SDK or the Service, nor are we obligated to provide support for the Community Version.
12. Indemnification
Protecting Against Claims You agree to indemnify and hold us harmless from any claims, damages, or expenses arising out of your use of the Service, your violation of these T&C, or your infringement of any third-party rights.
13. Data Protection: Handling Your Data
We process Customer Data in compliance with our Privacy Policy.
You retain ownership of your Customer Data, but you grant us a license to process it solely to provide the Service.
Non-personal data uploaded to the platform may be used by us to train our own large language models (LLMs), enhance user experience, provide support (to the extent included under the particular license), and for other purposes at our discretion.
You are responsible for ensuring your use of the Service complies with applicable data protection laws.
14. Termination and Suspension: Managing Access
14.1 Termination by You
You may terminate your subscription to the Service at any time by providing written notice to us. If you terminate a Paid Version, no refunds will be provided for any prepaid fees unless required by law.
14.2 Termination or Suspension by Us
We may suspend or terminate your access to the Service immediately if:
You violate these T&C or any applicable laws.
Your use of the Service creates a security risk or could adversely impact the Service or other users.
You fail to make timely payments for the Paid Versions.
We are required to do so by law or government authority.
Additionally, we may terminate access to the Community Version at our convenience, without prior notice.
14.3 Effect of Termination or Suspension
Upon termination or suspension:
Your right to access the Service will cease immediately.
We will delete or disable your data, except as required by law or our Privacy Policy.
Any fees owed prior to termination will remain due and payable.
14.4 Reinstatement
If your account is suspended for non-payment, access may be reinstated upon full payment of outstanding fees, subject to our discretion.
14.5 Survival
Any provisions of these T&C that by their nature should survive termination (e.g., confidentiality, limitation of liability, and indemnification) will remain in effect.
15. Modifications to the Service and T&C: Changes and Updates
We reserve the right to modify the Service or these T&C at any time. Continued use of the Service constitutes acceptance of the updated T&C.
16. Governing Law and Jurisdiction: Legal Framework
These T&C are governed by the laws of Denmark. Any disputes arising from or relating to these T&C shall be subject to the exclusive jurisdiction of the courts of Denmark, with Court of Odense as the agreed venue.
17. Entire Agreement: Superseding Prior Agreements
These T&C constitute the entire agreement between you and us regarding the Service, superseding any prior agreements or understandings.
18. Contact Information: How to Reach Us
If you have any questions about these T&C, please contact us at [email protected].
Version 1.0 - January 2025.