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TERMS OF SERVICE • VALO VISUAL

Terms of Service

Last updated: January 7, 2025

These terms govern the use of services provided by Valo Visual. By engaging or using our services, you agree to these terms. Please review them carefully.

1 General Provisions

1.1 Scope of Services:

These terms apply to digital deliverables including 3D visualizations, industrial kinematics animations, AR assets, and related content defined under specific project agreements.

1.2 Accuracy of Information:

The Client shall provide complete, accurate project specifications and notify Valo Visual promptly of any engineering revisions.

1.3 Amendments:

The Service Provider reserves the right to update these terms. The current version is published on our website, and continuing engagement constitutes agreement.

1.4 Eligibility & Authorization:

Services are available to corporate entities and legal adults. By approving terms, you confirm full authority to bind your organization.

1.5 Portfolio & Reference Usage:

Unless mutually excluded under NDA or written agreement, the Service Provider may display project results, company name, and logos for reference purposes.

2 Use of Services

2.1 Client Materials:

The Client retains ownership of submitted CAD data and assets ("Client Materials"). The Client grants the Service Provider a non-exclusive license to utilize these materials solely for service delivery.

2.2 Deliverables:

Intellectual property of created visualization deliverables ("Deliverables") remains with the Service Provider unless full title transfer is agreed in writing.

  • License: Client receives a non-exclusive, irrevocable license upon full payment for intended marketing, sales, and presentation purposes.
  • Prohibited Use: Unauthorized distribution, sub-licensing, or reverse-engineering without prior consent is prohibited.

2.3 Availability:

The Service Provider aims for maximum operational uptime but cannot be held liable for scheduled maintenance or unforeseen infrastructure downtime.

3 Client Responsibilities

3.1 Technical Readiness:

The Client is responsible for transmitting compatible file formats (STEP, IGES, SolidWorks, Creo) and necessary technical specifications.

3.2 Acceptable Conduct:

Client materials must not infringe third-party rights, transmit malicious files, or violate applicable national laws.

3.3 Data Backups:

Client retains primary backup responsibility for original engineering CAD databases.

4 Intellectual Property

4.1 Provider IP:

All internal proprietary shaders, procedural generator algorithms, and rendering workflows remain the exclusive property of Valo Visual.

4.2 Client IP:

Client retains absolute patent, trademark, and proprietary ownership over native product designs.

4.3 Deliverables Usage:

Client receives unrestricted commercial usage rights for delivered rendered media within the agreed scope.

5 Warranties & Liability

5.1 Client Warranty:

Client warrants that submitted 3D assets and technical drawings are authorized for technical processing and free of third-party copyright claims.

5.2 Indemnification:

Client indemnifies the Service Provider against claims resulting from client-provided materials.

5.3 Post-Delivery Modifications:

The Service Provider is not responsible for downstream modifications executed by external parties.

6 Limitation of Liability

6.1 "As-Is" Provision:

Services are provided on an "as-is" engineering best-effort basis.

6.2 Liability Cap:

Aggregate monetary liability is limited to fifty (50) euros. Indirect and consequential damages are strictly excluded.

7 Confidentiality & Mutual NDA

Both parties agree to protect proprietary technical data with strict confidentiality and execute mutual NDAs prior to confidential engineering file transfers.

8 Contract Termination

8.1 Duration:

Terms remain active throughout the duration of client service engagement.

8.2 Grounds:

Immediate termination may be invoked for material breach of terms or insolvency.

8.3 Post-Termination:

Usage rights on deliverables may be suspended if invoiced milestones remain delinquent.

9 Invoicing & Payment Terms

9.1 Payment Term:

Standard invoice term is 14 days net from invoice issue date.

9.2 Late Interest:

An statutory interest rate of 8% per annum applies to overdue balances.

9.3 Methods:

Payments are accepted via corporate SEPA bank transfer or PayPal in EUR or USD.

9.4 VAT & Taxes:

Base quotes exclude VAT. Standard Finnish VAT or EU reverse charge rules apply as applicable.

9.5 Satisfaction Guarantee:

100% satisfaction commitment. If you are not satisfied with initial proofs, a full refund may be requested within 14 days.

9.6 Billing Coordinates:

Client must ensure valid e-invoicing address and company registry ID.

10 Governing Law & Dispute Resolution

10.1 Force Majeure:

Neither party is liable for delays caused by circumstances beyond reasonable control.

10.2 Assignment:

Client rights may not be assigned without written consent.

10.3 Governing Law & Venue:

  • Applicable Law: These terms are governed exclusively by the laws of Finland.
  • Dispute Resolution: Disputes shall be resolved amicably; failing which, Helsinki District Court (Helsingin käräjäoikeus) shall have exclusive jurisdiction.

Both parties undertake to treat and protect all project information confidentially.