Commercial Agreement

This Commercial Agreement governs paid use of Prodvo by customer organizations. It incorporates the Terms of Service and related legal policies unless explicitly overridden by signed order forms or addenda.

In case of conflict, precedence is: (1) signed Order Form, (2) this Commercial Agreement, (3) Terms of Service.

Customer purchases a non-exclusive, non-transferable right for authorized users to access Prodvo features included in the selected plan tier and order form.

• Plan limits and feature entitlements follow the purchased package.
• Additional capacity, support, or controls may be added through order changes.
• Usage beyond entitlement may require plan upgrade or overage purchase.

Customer agrees to pay fees in the currency and schedule stated in the order form. Unless otherwise stated, fees are non-cancelable and non-refundable, subject to any explicit refund commitments in writing.

• Invoices are due within the payment period shown on the invoice.
• Late payments may incur suspension after notice and cure period.
• Customer is responsible for taxes, duties, and similar charges.

The agreement term begins on the order effective date and continues for the stated initial period. Unless the order specifies otherwise, subscriptions renew for successive terms of equal length.

Either party may elect non-renewal by written notice before the renewal date specified in the order.

Customer may request expansion of users, capacity, or add-on services through order updates. Changes become effective as documented in the accepted commercial order.

• Mid-term upgrades may be invoiced pro-rata where commercially applicable.
• Reduction of committed minimums generally applies at renewal unless expressly agreed in writing.
• Promotional or discount terms are limited to the period specified in the order.

Standard support channels and response targets are defined by plan. Enhanced support, dedicated channels, and custom uptime commitments are available for qualifying plans and enterprise orders.

Any SLA credits, exclusions, and claim procedures are governed by the applicable service level schedule in the order package.

Prodvo maintains security controls represented in customer-facing documentation, including encryption safeguards and auditable workflow metadata protections.

Additional controls such as SSO, role-based access, and custom compliance packages may be plan-dependent and reflected in the commercial order.

Privacy and data processing commitments for personal data are governed by the applicable DPA and related legal schedules.

• Maintain lawful use of the platform and all uploaded inputs.
• Protect account credentials and internal access controls.
• Review generated outputs before production deployment.
• Obtain all required rights and permissions for provided content.
• Maintain accurate billing contacts and procurement details.
• Cooperate with reasonable security and compliance verification requests.

Prodvo may suspend access for non-payment, material breach, or credible security threat. Where feasible, we provide prior notice and a remediation period.

Emergency suspension may occur immediately when necessary to protect service integrity, legal compliance, or customer data security.

Except as prohibited by law, each party excludes indirect and consequential losses. Aggregate liability is limited as set out in the order form or default legal terms.

AI output review and deployment approval remain customer responsibilities.

On expiration or termination, customer access and usage rights end except as needed for data retrieval windows, legal compliance, or surviving contractual obligations.

• Outstanding fees remain payable.
• Relevant confidentiality, limitation of liability, and dispute provisions survive.
• Data return or deletion follows the controlling commercial and data processing terms.

This agreement may only be amended by written instrument or accepted online amendment flow approved by both parties.

• Order-specific terms prevail over this page where a direct conflict exists.
• Neither party waives rights by delay or partial exercise of a contractual remedy.
• If a provision is unenforceable, remaining provisions continue in full effect.