General Terms & Conditions

  • Marks: Trademarks, logos, and trade names of either party.
  • Offer: A performance-based advertising agreement.
  • Order Form: A mutually agreed document specifying Products and pricing.
  • Partner: Third parties engaged by the Customer to promote Offers.
  • Personnel: Employees, officers, or subcontractors of either party.
  • Pro Rata Refund: Refund of prepaid unused fees.
  • Professional Services: Implementation, training, and related services.
  • Products: Cloud Services, Professional Services, and Support Services.
  • Services: Professional and Support Services.
  • Supplier Materials: Materials developed or used by the Supplier.
  • Support Services: Customer support and maintenance services.
  • Statement of Work (SOW): Document detailing Professional Services.
  • Territory: Authorized geographical area of use.
  • Usage Data: Anonymized data generated from service usage.
  • Usage Metric: Measurement used to calculate Fees.


    • 2. Usage Rights and Licensing

    a. Rights Granted

    VisiblePassage grants a limited, non-exclusive, non-transferable right to access and use the Cloud Services as per the Order Form.

    b. Usage Restrictions

    Users must not reverse engineer, resell, misuse, or unlawfully use the Cloud Services.

    c. Service Changes

    VisiblePassage may modify Cloud Services to improve quality or comply with laws.

    d. Evaluation Licenses

    Evaluation licenses are provided “as is” and may convert to paid subscriptions.

    3. Service Offerings

    a. Customer Support

    Support is provided for Cloud Services only and subject to the Agreement.

    b. Professional Services

    Professional Services are governed by the applicable Order Form or SOW.

    4. Payment

    Customers must pay all Fees as outlined in the Order Form or SOW.

    5. Partnerships with Third Parties

    Third-party content may be used but is not the responsibility of VisiblePassage.

    6. Intellectual Property

    All Products and Supplier Materials remain the property of VisiblePassage.

    7. Confidentiality and Data Privacy

    Both parties agree to protect confidential information and comply with data protection laws.

    8. Indemnity

    Each party agrees to indemnify the other under specified circumstances.

    9. Warranty & Disclaimer

    Services are provided as described, subject to limitations and disclaimers.

    10. Limitation of Liability

    Liability is limited to fees paid in the six months preceding a claim.

    11. Term and Termination

    The Agreement remains in effect per the Order Form unless terminated.

    12. Assignment

    Rights may not be transferred without written consent.

    13. Governing Law

    The governing law depends on the Customer’s country of incorporation.

    14. Dispute Resolution

    Disputes will be resolved through negotiation and binding arbitration.

    15. General Provisions

    Includes export compliance, notices, audits, and force majeure provisions.