Legal
Terms of Service
bizSupply — Procurement & Contract Management Platform
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Read this document carefully before accessing or using the bizSupply platform and services. By creating an account, subscribing to a plan, or otherwise indicating your assent, you agree to be bound by the terms and conditions set forth in this Terms of Service.
1. Definitions
For the purposes of this Terms of Service (“ToS”), the following capitalized words and phrases have the following meanings:
“AI Features” means the artificial intelligence and machine learning capabilities provided as part of the Platform, including but not limited to AI-powered contract analysis, intelligent spend categorization, automated renewal detection, natural language search across contracts, AI-driven price benchmarking suggestions, and predictive procurement analytics.
“API” means the application programming interfaces made available by Infosistema that enable Customer to programmatically interact with the Platform, including REST APIs and webhook endpoints for integration with Customer’s enterprise systems.
“Chrome Extension” means the optional browser extension developed by Infosistema for Google Chrome (and compatible browsers) that provides supplementary Platform functionality, including web-based contract capture, supplier website analysis, and quick-access procurement workflows.
“Cloud Service” means the cloud-hosted components of the bizSupply Platform operated and maintained by Infosistema, including the core application services, web application, API layer, background processing services, and associated infrastructure. The Cloud Service is hosted on Google Cloud Platform and is accessed by Customer via the internet.
“Confidential Information” has the meaning ascribed to it in Section 9.
“Customer Data” means any data, content, or information that is uploaded, entered, imported, or otherwise submitted to the Platform by or on behalf of Customer, including without limitation contract documents, vendor information, pricing data, spend records, procurement workflows, approval chains, and any transformations or analyses thereof.
“Documentation” means the Platform user manuals, API documentation, integration guides, and other technical documentation, including updated or revised documentation that Infosistema may provide to the Customer.
“Intellectual Property Rights” means all trade secrets, patents and patent applications, trademarks (whether registered or unregistered and including any goodwill acquired in such trademarks), service marks, trade names, copyrights, moral rights, database rights, design rights, rights in know-how, rights in confidential information, rights in inventions (whether patentable or not) and all other intellectual property and proprietary rights (whether registered or unregistered, any application for the foregoing, and all rights to enforce the foregoing), and all other equivalent or similar rights which may exist anywhere in the world.
“Personal Data” has the meaning described in the applicable data protection laws, including without limitation the General Data Protection Regulation (EU) 2016/679 (“GDPR”), and shall include any data or information (regardless of the medium in which it is contained and whether alone or in combination) related to an identified or identifiable natural person.
“Platform” means the complete bizSupply solution, comprising the Cloud Service, APIs, Chrome Extension, Plugins, and all associated tools and Documentation. Also referred to as the “bizSupply Platform.”
“Plugin” means any software module, connector, or integration component developed by Infosistema or authorized third parties that extends the functionality of the Platform, including but not limited to ERP connectors, e-procurement integrations, and document management system adapters.
“Reseller” means an entity that Infosistema has authorized as a “distributor” or “reseller” of the Platform.
“Subscription” means a subscription to use the Platform as specified in the applicable Subscription Agreement and this ToS.
“Subscription Agreement” means a completed version of Infosistema’s standard form of Subscription Agreement for the Platform and related services, or other form of order acceptable to Infosistema, that has been submitted to Infosistema by Customer or a Reseller and that Infosistema has accepted. Each Subscription Agreement will specify (i) the duration of the subscription, (ii) the fees to be paid, (iii) the Scope Limitations, and (iv) any additional terms as may be mutually agreed upon.
“User” means any individual who is an employee or contractor of Customer and who is authorized by Customer to access and use the Platform pursuant to the applicable Subscription Agreement and this ToS.
2. The bizSupply Platform
2.1 Platform Description.
bizSupply is a cloud-based procurement and contract management platform designed for organizations seeking to centralize contract tracking, automate renewal alerts, benchmark pricing, and manage vendor relationships. The Platform provides a unified workspace for procurement teams to gain visibility into contractual obligations, optimize spend, and reduce procurement risk.
2.2 Core Capabilities.
The Platform provides the following core capabilities:
- Contract Management — centralized repository for all contracts with full-text search, version tracking, metadata extraction, and lifecycle management;
- Renewal Alerts — automated monitoring of contract expiration dates with configurable alert schedules, escalation workflows, and calendar integration;
- Price Benchmarking — AI-assisted comparison of contract pricing against market data, historical spend, and peer benchmarks;
- Vendor Management — supplier profiles, performance scorecards, risk assessments, and relationship tracking;
- Spend Analytics — aggregated spend visibility, category analysis, savings tracking, and budget forecasting;
- Approval Workflows — configurable multi-step approval chains for procurement requests, contract amendments, and vendor onboarding;
- Integration Hub — APIs, Plugins, and Chrome Extension for connecting bizSupply with Customer’s existing enterprise systems.
2.3 AI Features.
The Platform includes AI Features that assist Users with contract analysis, spend categorization, and procurement optimization. Customer acknowledges that AI Features provide suggestions and automated assistance based on algorithmic analysis and that such features: (a) may not be error-free; (b) are provided as decision-support tools and do not replace human judgment; and (c) should be reviewed by qualified personnel before being relied upon for material business decisions. Infosistema does not warrant the accuracy, completeness, or fitness for any particular purpose of any output generated by AI Features.
2.4 Platform Evolution.
Infosistema may, from time to time, update, modify, or enhance the Platform to improve functionality, security, or performance. Infosistema will use commercially reasonable efforts to ensure that such updates do not materially diminish the core functionality of the Platform. Material changes will be communicated to Customer in advance through the Documentation, the Platform interface, or direct notice.
3. Rights to Use the Platform
3.1 Grant of Rights.
Infosistema hereby grants Customer the following non-exclusive, non-transferable subscription, subject to the Scope Limitations and the provisions of this ToS:
- to access and use the Cloud Service via the internet, including the web application, APIs, and associated tools, for the purposes described in the Documentation;
- to download, install, and use the Chrome Extension and any Plugins in connection with Customer’s authorized use of the Platform;
- to use the AI Features in connection with Customer’s authorized use of the Platform;
- to reproduce copies of the Documentation to the extent reasonably necessary for Users to use the Platform, and to distribute and display such copies internally within Customer to Users.
3.2 Free Tier.
If Customer has acquired access to the Platform under the Free tier, then the Subscription is limited to the features and usage thresholds specified for the Free tier in the Documentation. The Free tier is provided at Infosistema’s discretion and may be modified or discontinued upon reasonable notice. Features, availability, and support levels during the Free tier may differ from those of paid Subscriptions.
3.3 Open Source Components.
The Platform may include software components provided by third parties that are subject to open-source copyright license agreements (“Open Source Components”). These Open Source Components, if any, are identified in the Documentation. Customer’s use of the Open Source Components will be governed by the applicable open source license and not this ToS.
3.4 Reservations.
All rights to the Platform, Documentation, Cloud Service, and all related Intellectual Property Rights of Infosistema not expressly granted to Customer are reserved to Infosistema. Customer may not make the Platform or Documentation available to any third parties as part of any rental, leasing, time-sharing, ASP, SaaS, or service bureau arrangement. All access to the Cloud Service is provided as a service and not sold.
3.5 Proprietary Rights; Reverse Engineering.
As between Infosistema and Customer, Infosistema will own all Intellectual Property Rights in or to the Platform, Cloud Service, and Documentation, and any derivative works of or improvements or enhancements to any of the foregoing created or developed by or on behalf of Infosistema. Customer will not remove, obscure, or alter any proprietary notices. Except to the extent permitted by applicable law, Customer will not decompile or reverse engineer any component of the Platform.
3.6 Restrictions.
Customer will not, and will not permit any User or third party to: (a) use the Platform to process data for any third party on a service bureau, time-sharing, or similar basis; (b) attempt to gain unauthorized access to the Cloud Service or its related systems; (c) interfere with or disrupt the integrity or performance of the Cloud Service; (d) transmit any malware, viruses, or harmful code through the Platform; (e) use the Platform in violation of any applicable law; (f) circumvent or attempt to circumvent any security measures or access controls; (g) use the AI Features to develop competing products or services; or (h) scrape, harvest, or systematically extract data from the Platform beyond what is provided through authorized API access.
4. Cloud Service & Availability
4.1 Cloud Service Provision.
Infosistema will provide the Cloud Service in accordance with this ToS and the applicable Subscription Agreement. The Cloud Service is hosted on Google Cloud Platform infrastructure with primary data centers in the European Union (Belgium, europe-west1).
4.2 Service Availability.
Infosistema will use commercially reasonable efforts to make the Cloud Service available 99.5% of the time during each calendar month, measured as the percentage of total minutes in the month during which the Cloud Service is operational and accessible, excluding Scheduled Maintenance and force majeure events (“Availability Target”). The Availability Target is a target, not a guarantee, unless a specific Service Level Agreement (SLA) with binding commitments and remedies is executed as part of the Subscription Agreement.
4.3 Scheduled Maintenance.
Infosistema may perform scheduled maintenance on the Cloud Service, during which the Cloud Service may be temporarily unavailable. Infosistema will provide Customer with at least 48 hours’ advance notice of scheduled maintenance windows, except in cases of emergency maintenance required to address security vulnerabilities or critical system issues, in which case Infosistema will provide as much advance notice as is reasonably practicable.
4.4 Data Backup and Recovery.
Infosistema will maintain regular backups of Customer Data stored within the Cloud Service in accordance with its standard backup procedures. Backups are performed daily with a minimum retention period of 30 days. In the event of data loss due to a defect in the Cloud Service, Infosistema will use commercially reasonable efforts to restore Customer Data from the most recent backup.
4.5 Cloud Infrastructure Sub-processors.
The Cloud Service is hosted on Google Cloud Platform. Customer acknowledges and agrees that Google Cloud Platform serves as a Sub-processor for the operation of the Cloud Service. A current list of Sub-processors is available at bizsupply.ai/legal/subprocessors and is updated with at least 30 days' notice before adding new Sub-processors.
5. Security
5.1 Security Measures.
Infosistema will maintain industry-standard security measures to protect the Cloud Service, Customer Data, and the integrity of Platform operations, including but not limited to:
- Encryption at Rest — all Customer Data stored within the Cloud Service is encrypted at rest using AES-256 encryption;
- Encryption in Transit — all communications between Customer’s browsers/applications and the Cloud Service are encrypted using TLS 1.2 or higher;
- Access Controls — role-based access control (RBAC), multi-factor authentication (MFA) support, and session management;
- Audit Logging — comprehensive audit trails of all data access, modifications, and administrative actions;
- Vulnerability Management — regular security assessments, penetration testing, and timely patching of identified vulnerabilities;
- Infrastructure Security — network segmentation, intrusion detection, and DDoS protection through Google Cloud Platform security services.
5.2 Security Standards.
Infosistema maintains its security program in alignment with ISO 27001 standards. Upon Customer’s reasonable request, Infosistema will provide a summary of its security practices and any available third-party audit reports or certifications, subject to appropriate confidentiality protections.
5.3 Customer Security Responsibilities.
Customer is responsible for: (a) managing User access credentials and ensuring that only authorized Users access the Platform; (b) configuring appropriate access controls and permissions within the Platform; (c) ensuring that its use of the Chrome Extension and API integrations complies with Customer’s own security policies; and (d) promptly notifying Infosistema of any suspected security incident involving the Platform.
6. Delivery & Provisioning
6.1 Cloud Service Access.
Upon execution of the Subscription Agreement and receipt of applicable fees (or commencement of a Free tier Subscription), Infosistema will provision Customer’s account on the Cloud Service and provide Customer with access credentials or single sign-on (SSO) integration instructions.
6.2 Onboarding.
Infosistema will provide reasonable onboarding assistance to help Customer configure the Platform, including initial contract import, vendor setup, and workflow configuration. The scope of onboarding assistance is specified in the applicable Subscription Agreement and may vary by subscription tier.
6.3 API Key Provisioning.
Infosistema will provide Customer with API keys and integration credentials as needed for Customer’s authorized use of the Platform APIs. Customer is responsible for the secure storage and use of all API keys and credentials. Customer must immediately notify Infosistema if any API key is compromised or suspected of being compromised.
6.4 Support Program.
Infosistema will provide Customer with the Support Program throughout the Subscription Term, as specified in the applicable Subscription Agreement. Support channels and response times may vary by subscription tier.
7. Fees
7.1 Subscription Plans.
The Platform is available under the following subscription tiers, each with defined feature sets and usage limits as detailed in the Documentation. Current pricing is published at bizsupply.ai/pricing:
- Free — limited features and usage, no charge, subject to the terms of Section 3.2;
- Starter — as published at bizsupply.ai/pricing, designed for small teams with basic contract management needs;
- Professional — as published at bizsupply.ai/pricing, designed for growing organizations with advanced procurement and analytics needs;
- Enterprise — custom pricing, designed for large organizations requiring dedicated support, custom integrations, and enhanced SLAs.
7.2 Credit-Based Usage.
Certain Platform features, including AI-powered analysis, advanced benchmarking reports, and bulk document processing, may consume usage credits. Credit allocations are included in each subscription tier as specified in the Documentation. Additional credits may be purchased separately. Unused credits do not roll over between billing periods unless otherwise specified in the Subscription Agreement.
7.3 Payment of Fees.
Customer will pay Infosistema the applicable Subscription Fees by bank transfer, SEPA, credit card, or as specified in the applicable Subscription Agreement. Unless specified otherwise, Infosistema will provision Customer’s account after payment confirmation, which will be considered the Subscription start date. Subscription Fees for the Starter and Professional tiers are billed annually in advance. Enterprise tier billing terms are as specified in the Subscription Agreement.
7.4 Taxes.
Customer will be responsible for any applicable sales, use, value added, or similar taxes (“Taxes”) payable with respect to the Subscription, other than taxes based upon Infosistema’s personal property ownership or net income. Unless expressly specified otherwise, all Subscription Fees, rates, and estimates exclude Taxes. All amounts are in EUR.
7.5 Verification.
Upon request by Infosistema, Customer will provide a report indicating Customer’s compliance with the Scope Limitations, including the number of Users and usage metrics. In the event of any use exceeding the Subscription rights for which Customer has paid, Customer will promptly pay Infosistema the applicable fees for such excess use.
8. Additional Rights & Obligations
8.1 Unauthorized Use.
Customer will promptly notify Infosistema of any unauthorized use of the Platform of which Customer becomes aware. In the event of any unauthorized use by any User, Customer will use all commercially reasonable efforts to immediately terminate and prevent further occurrences of such unauthorized use.
8.2 Acceptable Use.
Customer will use the Platform only for lawful purposes and in accordance with this ToS and the Documentation. Customer will not use the Platform to: (a) upload, store, or transmit data in violation of any applicable law, regulation, or third-party right; (b) perform or facilitate any unauthorized penetration testing or security testing of the Cloud Service without Infosistema’s prior written consent; (c) use the Platform in any manner that could damage, disable, overburden, or impair the Cloud Service; or (d) upload malicious files, scripts, or content designed to exploit or damage the Platform or other users’ data.
8.3 Data Accuracy.
Customer is solely responsible for the accuracy, quality, and legality of Customer Data uploaded to or processed by the Platform. Infosistema shall have no liability for the consequences of Customer’s reliance on inaccurate or incomplete Customer Data, including any procurement decisions, contract analyses, or benchmarking results derived from such data.
9. Confidential Information
9.1 Restrictions on Use and Disclosure.
“Confidential Information” means all information transmitted by either party to the other pursuant to or in connection with this ToS that the disclosing party identifies as being proprietary or confidential or that, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as proprietary or confidential. The receiving party will not disclose the disclosing party’s Confidential Information to any third party, and will protect the disclosing party’s Confidential Information using the same degree of care it uses to protect its own Confidential Information, and in no event less than a reasonable standard of care. The receiving party will not use such Confidential Information except to further the purposes of this ToS. Infosistema’s Confidential Information includes information regarding products, pricing, marketing and business plans, and financial information. This clause shall remain in force up to 5 (five) years after the termination of the contract.
9.2 Exclusions.
Confidential Information will not include information that the receiving party can establish: (i) has entered the public domain without the receiving party’s breach of any obligation owed to the disclosing party; (ii) has been rightfully received by the receiving party from a third party without confidentiality restrictions; (iii) is known to the receiving party without any restriction as to use or disclosure prior to first receipt from the disclosing party; or (iv) has been independently developed by the receiving party.
9.3 Disclosure Required by Law.
If any applicable law, regulation, or judicial or administrative order requires the receiving party to disclose any of the disclosing party’s Confidential Information, then, unless otherwise required by such order, the receiving party will promptly notify the disclosing party in writing prior to making any such disclosure, in order to facilitate the disclosing party’s efforts to protect its Confidential Information.
10. Warranties
10.1 Warranties.
Infosistema warrants to Customer that:
10.1.1 Platform Performance. The Platform, as provided by Infosistema, will perform in all material respects in accordance with its applicable specifications set forth in the Documentation, for a period of 30 days following provisioning of Customer’s account (the “Warranty Period”). If the Platform does not function as warranted during the Warranty Period and the problem cannot be resolved with the Documentation, Customer may contact the party from whom it was acquired to receive instructions on how to obtain a refund.
10.1.2 Services. Infosistema will perform its obligations under the Support Program in a competent and professional manner, consistent with industry standards.
10.1.3 Security Standards. Infosistema will maintain commercially reasonable administrative, physical, and technical safeguards for the protection of the security, confidentiality, and integrity of the Cloud Service and Customer Data.
10.2 Disclaimer of Implied Warranties.
Infosistema makes no representation or warranty in connection with the Platform or the Support Program, except as set forth in Section 10.1. The warranties in Section 10.1.1 do not apply to a Free tier Subscription. These warranties are Customer’s exclusive warranties and replace all other warranties or conditions, express or implied, including, but not limited to, the implied warranties or conditions of merchantability and fitness for a particular purpose. Some countries in the European Union or jurisdictions do not allow the exclusion of express or implied warranties, so the above exclusion may not apply. In that event, such warranties are limited in duration to the Warranty Period, to the maximum extent allowed by applicable law.
10.3 AI Features Disclaimer.
Without limiting the generality of Section 10.2, Infosistema makes no warranty that the AI Features will produce accurate, complete, or reliable results. AI Features are provided as decision-support tools. Customer is solely responsible for reviewing, validating, and approving any analyses, categorizations, benchmarking results, or recommendations generated by AI Features before relying on them for procurement decisions, contract negotiations, or other business purposes.
Important: AI-generated contract analysis, spend categorization, and price benchmarks are provided for informational purposes only and do not constitute legal, financial, or professional advice. Customer should consult qualified professionals for material procurement and legal decisions.
11. Term & Termination
11.1 Term.
Each Subscription Agreement will commence on the Subscription Start Date and will continue for the period specified in the Subscription Agreement or, if not so specified, one year (the “Initial Subscription Term”), unless sooner terminated in accordance with this Section 11. Unless otherwise specified, the Initial Subscription Term will automatically renew for additional terms of the same length (each a “Renewal Subscription Term”) unless either party declines renewal by notice in writing delivered at least sixty (60) days prior to expiration of the then-current Subscription Term. With respect to a Free tier Subscription, either party may terminate the Subscription at any time, immediately upon notice, for any reason or no reason.
11.2 Annual Fee Increases.
Fees for Customer’s Subscription are subject to annual increases, effective beginning upon the first day of each Renewal Term. Infosistema will notify Customer of any increase prior to it becoming effective. If Customer objects to the increase, Customer may terminate its Subscription effective on expiration of the then-current Subscription Term.
11.3 Customer’s Termination for Convenience.
Customer may terminate any Subscription Agreement for convenience following expiration of all minimum terms specified in the Subscription Agreement, upon not less than 60 days’ prior written notice to Infosistema. If Customer terminates under this Section, Customer will not be entitled to any refund of Subscription Fees paid.
11.4 Termination for Cause.
If either party materially breaches any of its obligations under this ToS and fails to cure such breach within thirty (30) days from the date it receives notice of the breach and a demand for cure, then the non-breaching party may terminate all or any affected Subscription Agreements immediately on notice. Without limiting the foregoing, Customer’s failure to pay past due Subscription Fees within 15 days of receipt of a written notice of late payment will constitute a material breach.
11.5 Obligations on Termination.
Upon any termination or expiration of a Subscription:
- Customer’s access to the Cloud Service will be terminated, and Infosistema will deactivate Customer’s account;
- Customer will uninstall the Chrome Extension and any Plugins;
- Each party will return or destroy all copies of any Confidential Information of the other;
- Infosistema will make Customer Data available for export for a period of thirty (30) days following termination, after which Infosistema will delete Customer Data from the Cloud Service within sixty (60) days, unless otherwise required by applicable law.
11.6 Effect of Termination.
No expiration or termination will relieve Customer of its obligation to pay any amounts accruing prior to such expiration or termination.
11.7 Data Portability.
Upon Customer’s written request made within thirty (30) days following termination or expiration of a Subscription, Infosistema will make Customer Data available for export in a standard machine-readable format (CSV, JSON, or PDF as applicable). After such thirty-day period, Infosistema shall have no obligation to maintain or provide any such data.
12. Indemnification
12.1 Infosistema Indemnity.
Infosistema shall defend Customer, its officers, directors, employees, and agents against any third-party claims that (i) the use of the Platform as contemplated hereunder infringes any copyrights, patents, or other intellectual property rights of a third party and (ii) arises out of Infosistema’s violation of applicable laws, and Infosistema shall pay any losses, damages, costs, liabilities, and expenses (including reasonable attorneys’ fees) finally awarded by a court or agreed to in settlement by Infosistema.
12.2 Customer Indemnity.
Customer will defend Infosistema, its affiliates, service providers, and licensors, and their respective directors, officers, employees, and agents, from and against any third-party claims arising out of or related to (a) any Customer Data uploaded, stored, or otherwise transmitted through the Platform, including claims that such content violates intellectual property, privacy, or other rights of a third party; (b) Customer’s unauthorized use of the Platform; and (c) Customer’s breach of applicable data protection laws in connection with Customer Data.
12.3 Procedure.
If the Platform becomes, or in Infosistema’s opinion is likely to become, the subject of an infringement claim, Infosistema may, at its option and expense, either (i) procure for Customer the right to continue using the Platform, (ii) replace or modify the Platform so that it becomes non-infringing, or (iii) terminate Customer’s right to use the Platform and provide a refund or credit less a reasonable allowance for the period of use. Infosistema will have no obligation with respect to any claim based upon (1) use of the Platform not in accordance with the ToS; (2) use of the Platform in combination with products not supplied by Infosistema; or (3) any claim arising from Customer Data.
13. Purchase Through Resellers
13.1 Applicability.
This Section only applies to Customers purchasing Subscriptions through an authorized Reseller. If Customer is uncertain as to the applicability of this section, Customer should contact Infosistema.
13.2 Resellers.
If Customer ordered its Subscription from a Reseller, then this ToS is not exclusive of any rights Customer obtains under the Reseller Sales Agreement; however, if there is any conflict between the provisions of this ToS and the Reseller Sales Agreement, then the provisions of this ToS prevail. If a Reseller has granted Customer any rights not also granted by Infosistema in this ToS, Customer’s sole recourse with respect to such rights is against the Reseller.
13.3 Term for Purchases through a Reseller.
If Customer ordered the Subscription through a Reseller, then Sections 11.1-11.3 are inapplicable, and the Subscription term will begin on the Subscription Start Date and will expire, renew, and terminate in accordance with the terms of the Reseller Sales Agreement.
13.4 Payment for Purchases through a Reseller.
If Customer ordered its Subscription through a Reseller, then Sections 7.3 and 7.4 do not apply to Customer, and Customer’s billing and payment obligations are governed by the Reseller Sales Agreement. However, if the Reseller fails to pay Infosistema any amounts due, Infosistema may suspend Customer’s access without notice to Customer.
14. Limitations & Exclusions of Liability
14.1 Exclusion of Certain Claims.
Except for a party’s (i) indemnity obligations in Section 12; (ii) violations of applicable law; (iii) gross negligence or willful misconduct; (iv) violations of confidentiality obligations; (v) violation of Infosistema’s Intellectual Property Rights; or (vi) liability which cannot be excluded under law, in no event will either party be liable for any consequential, indirect, special, incidental, or exemplary damages, whether foreseeable or unforeseeable (including damages for loss of data or profits), even if advised of the possibility of such damages.
14.2 Limitation of Liability.
Except for the exclusions listed in Section 14.1, in no event shall either party’s liability arising out of each Subscription Agreement exceed the fees paid or payable to Infosistema under such Subscription Agreement during the twelve (12) month period immediately preceding the first assertion of any claim. This limitation also applies to Infosistema’s developers, resellers, and suppliers collectively.
14.3 Free Tier Subscriptions.
With respect to any Free tier Subscription, Infosistema’s aggregate liability will in no event exceed one hundred euros (€100), regardless of any theory of liability.
14.4 Procurement Decisions.
Infosistema shall have no liability for any procurement decisions, vendor selections, contract negotiations, or business outcomes based on or influenced by the Platform’s analyses, benchmarks, recommendations, or AI Features. Customer acknowledges that the Platform provides decision-support tools and that all business decisions remain Customer’s sole responsibility.
14.5 General.
Customer and Infosistema agree that the exclusions and limitations specified herein apply even if the remedies are insufficient to cover all losses or fail of their essential purpose, and that without these limitations the fees for the Subscription would be significantly higher. Except with respect to infringement or misappropriation of Intellectual Property Rights, neither party may commence any action under this ToS more than two years after the occurrence of the applicable cause of action.
15. Dispute Resolution
15.1 Governing Law.
This ToS will be governed by and interpreted in accordance with the internal laws of Portugal, and, where such laws are preempted by the laws of the European Union, in each case without regard to (a) conflicts of laws principles, and (b) the applicability, if any, of the United Nations Convention on Contracts for the International Sale of Goods.
15.2 Disputes.
Any disputes arising under this ToS will be referred to the appropriate management officer of Customer and an appropriate senior manager of Infosistema who will, within ten days of written notice of a dispute, meet by telephone or videoconference in a reasonable faith effort to resolve the dispute without recourse to legal proceedings. Any dispute that cannot be resolved by the parties will be submitted to the exclusive jurisdiction of a court of competent jurisdiction in Lisbon, Portugal. Each party irrevocably consents to such personal jurisdiction and waives all objections to this venue.
16. Miscellaneous
16.1 Publicity; References.
Provided that Infosistema complies with any trademark usage requirements notified to it by Customer, Infosistema may refer to Customer as one of Infosistema’s customers and use Customer’s logo as part of such reference after prior written approval. With Customer’s prior written approval, Infosistema may issue a press release announcing the relationship.
16.2 Compliance with Laws; Export Control.
Both parties agree to comply with all applicable laws, including the export and re-export control laws and regulations. Specifically, Customer covenants that it will not, directly or indirectly, sell, export, re-export, transfer, divert, or otherwise dispose of any products, software, or technology received from Infosistema to any destination, entity, or person prohibited by the laws or regulations of Portugal or the European Union, without obtaining prior authorization from the competent government authorities.
16.3 Equitable Relief.
Each party acknowledges that damages may be an inadequate remedy if the other violates the terms pertaining to protection of Intellectual Property Rights or Confidential Information. Accordingly, each party will have the right to obtain temporary, preliminary, and permanent injunctive relief in any court of competent jurisdiction.
16.4 Force Majeure.
If the performance of this ToS is adversely restricted by circumstances beyond the reasonable control and without the fault or negligence of the party affected, including but not limited to acts of God, natural disasters, pandemics, government actions, internet or telecommunications failures, or failures of third-party cloud infrastructure providers, then the party affected, upon giving prompt written notice, will be excused from such performance on a day-to-day basis to the extent of such restriction.
16.5 Enhancement Analysis.
Infosistema may analyze Customer’s usage history, Platform telemetry, and operational statistics (collectively, “Enhancement Data”) for Infosistema’s internal purposes, including to improve and enhance the Platform. Enhancement Data includes usage metrics, feature usage patterns, and performance metrics, but explicitly excludes the substantive content of Customer Data. Infosistema may make information derived from Enhancement Data publicly available, provided that the publicized information has been aggregated and anonymized and does not identify Customer or its Users.
16.6 Personal Data.
(a) Data Controller and Processor Roles. With respect to any Personal Data processed by the Cloud Service, Infosistema shall act as a data processor on behalf of the Customer (as data controller), and shall process such Personal Data in full compliance with applicable data protection laws, including the GDPR.
(b) Customer Data. Customer acknowledges that Customer Data may contain Personal Data. Customer is solely responsible for ensuring that its use of the Platform, including the upload and processing of Customer Data, complies with applicable data protection laws, including obtaining any necessary consents and implementing appropriate safeguards for Personal Data.
(c) Data Processing Agreement. Infosistema will enter into a Data Processing Agreement upon Customer’s written request. The DPA is incorporated by reference into these Terms.
(d) Data Residency. The Cloud Service infrastructure is hosted in the European Union (Google Cloud region europe-west1, Belgium). Customer Data processed by the Cloud Service is stored within the European Union. Infosistema will inform Customer of any material changes to its hosting regions.
(e) Data Breach Notification. In the event that Infosistema becomes aware of a security breach affecting Personal Data processed by the Cloud Service, Infosistema will notify the Customer without undue delay and in any event within 72 hours of becoming aware of such breach, and will provide such information as is reasonably required to enable the Customer to fulfill its obligations under applicable data protection laws.
16.7 Captions and Headings.
The captions and headings in this ToS are for convenience only and will not limit or describe the scope of any provision.
16.8 Severability; Invalidity.
If any provision of this ToS is held to be invalid, such invalidity will not render invalid the remainder of this ToS. If any provision is so broad as to be unenforceable, it will be interpreted to be only so broad as is enforceable.
16.9 Waiver.
No waiver of any provision of this ToS will be effective unless in writing and signed by the waiving party, and then such waiver will be effective only in the specific instance and for the purpose for which given.
16.10 Third Party Beneficiaries.
Except as expressly set forth herein, no provisions of this ToS are intended to create any third-party beneficiary rights.
16.11 Assignment.
Neither party will assign any of its rights under this ToS without the prior written consent of the other party, which will not be unreasonably withheld. Subject to this restriction, this ToS will be binding upon and inure to the benefit of the parties and their respective successors and assigns.
16.12 Notices.
Any notice under this ToS will be deemed properly given if delivered by (i) registered postal mail, return receipt requested, to the address in the Subscription Agreement, or (ii) by email using the contacts used in the sales process. If Infosistema’s address is not identified in the Subscription Agreement, then notices must be delivered to its main office address as published at www.infosistema.com, Attention: Legal Department.
16.13 Entire Agreement; Amendments.
This ToS constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior communications, representations, agreements, or understandings. This ToS may not be modified except by a written instrument executed by both parties. In the event of any conflict between this ToS and any Subscription Agreement, the terms of the Subscription Agreement will govern.
16.14 Subscription Use.
Subscriptions are for internal use within the subscribing company, not for reselling, sublicensing, or usage in third-party SaaS solutions unless expressly authorized in the Subscription Agreement.
16.15 Subscription Cancellation.
Subscriptions are non-cancellable before their Subscription Term end date, except as otherwise provided in Sections 11.1 through 11.4.
16.16 Copyright.
© 2026 Infosistema. All rights reserved.
16.17 Contact.
For legal inquiries: legal@infosistema.com
© 2026 Infosistema Sistemas de Informacao SA. All rights reserved.