Terms of Service

This Terms of Service agreement (the “Agreement”) is between Envision Cloud (referred to as “Company,” “we,” “us,” or “our”) and the individual or legal entity accessing or using our services (referred to as “Customer,” “you,” or “your”). This Agreement governs your access to and use of the cloud hosting services, software, and technical support provided by the Company (collectively, the “Services”).

The following documents, incorporated by reference, together with these Terms, constitute the complete and binding Agreement between you and the Company

our Service Level Agreement (SLA),
our Data Processing Addendum (DPA),
our Acceptable Use Policy (AUP),
any mutually executed Order Form, proposal, or quote, and
any applicable technical or operational documentation we may provide

Envision Cloud may revise or update these Terms from time to time in accordance with Section [X] (Amendments). Continued use of the Services after any such change constitutes your acceptance of the revised Terms.

Definitions..................................................................................................................................................................................……
Agreement Formation.......................................................................................................................................................……..
Use rights and Protection of Services (AUP)..............................................................................................................
Fees, Subscription and Payments...........................................................................………...............................……………….
Customer’s Content...............................................................................................................................................................…
Obligation to End User(s)....................................................................................................................................................…
Intellectual Property Rights.....................................................................................................................................………….
Third Party Services.............................................................................................................................................................……
Term and Termination.......................................................................................................................................……..................
Warranties & Disclaimers...................................................................................................................................…………………
Limitations of Liability.........................................................................................................................................................……
Idemnification...............................................................................................................................................................................
Publicity.............................................................................................................................................................................................
Confidentiality...............................................................................................................................................................................
Disputes and Governing Law.........................................................................................................................................……
Miscellaneous Provisions....................................................................................................................................................…

Agreement Formation.....................................….....….....….....…....…..
Use rights and Protection of Services (AUP).....….....…..……
Fees, Subscription and Payments....................................…..…..
Customer’s Content.......................................................................…..
Obligation to End User(s)..............................................................…
Intellectual Property Rights......................................................…..
Third Party Services.......................................................................…..
Term and Termination...................................................................……
Warranties & Disclaimers............................................................…..
Limitations of Liability.....................................................................…
Idemnification.........................................................................................
Publicity......................................................................................................
Confidentiality........................................................................................
Disputes and Governing Law....................................................…..
Miscellaneous Provisions............................................................….

This Terms of Service agreement (the “Agreement”) is between Envision Cloud (referred to as “Company,” “we,” “us,” or “our”) and the individual or legal entity accessing or using our services (referred to as “Customer,” “you,” or “your”). This Agreement governs your access to and use of the cloud hosting services, software, and technical support provided by the Company (collectively, the “Services”).

The following documents, incorporated by reference, together with these Terms, constitute the complete and binding Agreement between you and the Company

our Service Level Agreement (SLA),
our Data Processing Addendum (DPA),
our Acceptable Use Policy (AUP),
any mutually executed Order Form, proposal, or quote, and
any applicable technical or operational documentation we may provide

Envision Cloud may revise or update these Terms from time to time in accordance with Section [X] (Amendments). Continued use of the Services after any such change constitutes your acceptance of the revised Terms.

Definitions.....................................................................................................................
Agreement Formation.......................................................................................…...
Use rights and Protection of Services (AUP).............................……………
Fees, Subscription and Payments...................................................…………….
Customer’s Content..............................................................……….......................…
Obligation to End User(s)............................................................................….……
Intellectual Property Rights.............................................................................…
Third Party Services......................................................…...…….........................……
Term and Termination...............................................................………………………....
Warranties & Disclaimers..............................................................................…....
Limitations of Liability...........................................................................……............
Idemnification.............................................................................................................
Publicity..........................................................................................................................
Confidentiality.............................................................................................................
Disputes and Governing Law........................................................................…..
Miscellaneous Provisions...................................………………................................

Definitions

1.1 "Agreement" refers to any Order and these Terms of Service collectively.

1.2 "Application" is a content management system (CMS), such as WordPress, or any website used in connection with the Services.

1.3 "Arbitration" is a method of resolving disputes outside of court, where a neutral third party (the arbitrator) reviews evidence and arguments from both sides and makes a binding decision.

1.4 "AUP" stands for "Acceptable Use Policy," outlining prohibited actions and unacceptable behavior related to the use of the Services.

1.5 "Customer" identifies the entity or individual named on the Order.

1.6 "Customer Content" includes any data (such as software applications) stored by Customer on the cloud infrastructure provided by Supplier, including text, images, audio, video, log files, and documentation (printed or electronic).

1.7 "End User(s)" describes any individual or entity, other than the Customer, who accesses the Application or Services provided by the Customer.

1.8 "Force Majeure Event" refers to any event beyond a Party’s reasonable control, including but not limited to war, natural disasters, strikes, government actions, epidemics, power failure, or similar occurrences.

1.9 "Intellectual Property Rights" cover all intellectual property of any kind, such as patents, designs, trademarks, copyrights, domain names, trade names (registered or unregistered), database and design rights, inventions, software, know-how, confidential information, goodwill, and related rights.

1.10 "Malicious Code" includes viruses, worms, time bombs, Trojan horses, and other harmful or malicious code, files, scripts, agents, or programs.

1.11 "Party" refers to either the Company or the Customer individually; together, they are the "Parties."

1.12 "Services" describes Envision’s SaaS products, tools, software, hardware, and infrastructure.

1.13 "Service Fees" are the charges for the Services, including monthly recurring and non-recurring fees as detailed in the Order.

1.14 "Third-Party Service" refers to any product, service, software, or application provided by a third party that is used alongside the Services, including plugins, extensions, integrations, or external platforms not operated or controlled by the Company.

1.15 "User" identifies an employee, contractor, or other individual associated with Customer who has been given access to the Services.

Agreement Formation

Agreement Formation

2.1 All quotations and offers made by us are non-binding and do not create any legal obligation, unless it is clearly stated in writing that they are intended to be binding.

2.2 Authority. If you are entering into this Agreement on behalf of a company, business or other legal entity, you represent that you have the authority to bind such entity to this Agreement, in which case the term "you" shall refer to such entity. If you do not have such authority, or if you do not agree with this Agreement, you must not accept this Agreement and may not use the Services.

2.3 Eligibility. If you are under the age of majority in your jurisdiction (usually 18 years) (a “Minor”), you must review these Terms with your parent or legal guardian. Under Dutch law (Article 1:234 BW), Minors may only independently enter into agreements for customary matters appropriate to their age; otherwise, parental or guardian consent is required. The parent or legal guardian of a Minor is bound by these Terms and is responsible for all access to and use of the Account or Services, including any purchases made by the Minor.

2.4 The Customer agrees that EVCloud may begin fulfilling the Agreement immediately after it is concluded. As a result, the statutory cooling-off period described in Article 7:46d(1) of the Dutch Civil Code does not apply, in accordance with Article 7:46i(5)(a) of the same Code. However, if we do not start performance immediately, and the Customer is a consumer, the Customer may cancel the Agreement free of charge within seven (7) days of its conclusion—unless we begin performance within that seven-day period.

2.5 By using our Services, signing an order form, or clicking to accept these Terms where such option is presented to you, you acknowledge that you have read, understood, and agreed to be legally bound by this Agreement and form a binding contract on behalf of yourself or on behalf of the person, organization, entity, or group that you represent.

Use rights and Protection of Service (AUP)

3.1 Customer (and its Users) shall be responsible for compliance within these terms;

be responsible for the accuracy, quality and legality of Customer’s data (such as account details) and of the means by which Customer acquired the data,
Customer is responsible for maintaining the security of its internal network from unauthorized access through the Internet.

3.2 The Company will provide the Customer with the necessary login credentials, security protocols, network links, and related access tools (“Access Credentials”) to enable access to the Services as outlined in this Agreement. The Customer is responsible for assigning and managing its Users, including granting access through the provided Access Credentials. The Customer may designate one or more Users as administrators with authority to manage and operate the Services on its behalf. No other direct access to the underlying infrastructure or servers is permitted. The Customer remains fully responsible for all actions or omissions by its Users in connection with their use of the Services.

3.3 Determination of Violation. Company shall have sole discretion in determining whether Customer’s conduct violates this agreement and its determination shall be final and binding.

3.4 In case the Company’s infrastructure is damaged (or threatened to be damaged) through the IP Address of a Customer (e.g. virus or malware) or otherwise, EVCloud is expressly authorized to immediately interrupt the Services and shall inform the Customer thereof.

3.5 Compliance with Law. Customer agrees to access and use the Services in full compliance with all applicable local, state, national, and international laws, statutes, regulations, ordinances, and directives, including but not limited to those governing data protection and privacy, intellectual property, consumer protection, export controls, economic sanctions, anti-corruption, and anti-money laundering. Without limiting the foregoing, Customer shall not use the Services in any manner that would cause the Company or its affiliates, contractors, licensors, or service providers to violate any applicable law or regulation. The Customer will be held responsible for any such activities and for all charges resulting from such use, including any related damages, penalties, or additional costs.

3.6 Illegal or Prohibited Content. The Customer further agrees not to permit itself, User(s) or anyone associated with the services to engage in activities that infringe upon these rights, including but not limited to:

Defamatory, obscene, fraudulent, false, deceptive, harassing, or otherwise unlawful;
May create a risk of harm, loss, damage, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, to any animal or to any property;
Promotes or incites terrorism, hate speech, discrimination, or violence;
Is sexually explicit, including but not limited to content that is pornographic or sexually exploitative of minors;
Facilitates or engages in prostitution, human trafficking, or any activity prohibited by law.

3.7 Service restrictions. Customer will not, and will not authorize any User to

Reverse look-up, trace, or attempt to obtain information of any other user or visitor of the Services, or use the Services for any purpose of gathering such information;
Transmit or distribute unsolicited commercial emails, spam, chain letters, or other forms of unsolicited communication;
Impersonate any person or entity, misrepresent the Customer’s affiliation with any person or entity, engage in fraud, or conceal the Customer's true identity;
Use any device, software, or process to interfere with the proper working of the Services, any Content, or the networks and systems connected to the Services, or disrupt the legitimate use of the Services by others;
Conduct or facilitate the unlawful processing of End User information or data, including but not limited to discriminatory profiling of individuals or groups of natural persons for unlawful purposes;
Use the Services, or any Content, for any unlawful purpose, or for any purpose that is prohibited under this Agreement;
Collect, store, or process any personally identifiable information that is deemed sensitive under applicable laws or regulations, such as social security numbers, credit card information, or passwords, unless expressly authorized by law;
Copy, duplicate, or reproduce the Services, in whole or in part;
Decompile, disassemble, reverse engineer, or otherwise attempt to extract or perceive the source code from any software components of the Services, unless expressly permitted by applicable law;
Modify, adapt, translate, or create derivative works of the Services or any documentation, except with Envision's prior written consent;
Assign, sublicense, resell, lease, rent, transfer, or encumber Customer’s rights;
Use the Services to build, develop, or design any competing product or service, or to replicate the functionality of the Services;
Use any "deep-link", "page-scrape", "robot", "spider", or other automatic or manual process to access, copy, or monitor any portion of the Services or any Content, or attempt to obtain any materials, documents, or information through unauthorized means;
Operate open proxy services, Internet Relay Chat (IRC) servers and clients or cryptocurrency mining operations.

3.8 Limitations. Customer shall ensure that all resource usage under their Hosting Plan—including but not limited to visits, disk space, and bandwidth—is accurately monitored and maintained within the allocated quotas. The Services must not be overburdened or misused in a manner that negatively impacts the performance, stability, or availability of any CPU, server, or other shared infrastructure.

3.9 Customer application(s). Customers are permitted to conduct limited security assessments and penetration tests solely on their own Customer Applications (a “Customer Test”), provided such testing adheres to the terms of the Agreement, our specific guidelines, and the following conditions:

Load testing is strictly prohibited in any capacity.
Customer Tests must not impact any of our systems or infrastructure, nor any third-party services, beyond the Customer’s own applications.
We do not undertake any responsibility to assist with, support, or make accommodations for Customer Tests. Security protections will not be modified, suspended, or disabled to facilitate such testing.
Upon completion, test findings must be promptly shared with Envision at info@envision.nl, and all related results will be deemed Envision Confidential Information. Envision is not obligated to implement any changes or remediation in response to the test outcomes.

3.1 Customer (and its Users) shall be responsible for compliance within these terms;

be responsible for the accuracy, quality and legality of Customer’s data (such as account details) and of the means by which Customer acquired the data,
Customer is responsible for maintaining the security of its internal network from unauthorized access through the Internet.

Defamatory, obscene, fraudulent, false, deceptive, harassing, or otherwise unlawful;
May create a risk of harm, loss, damage, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, to any animal or to any property;
Promotes or incites terrorism, hate speech, discrimination, or violence;
Is sexually explicit, including but not limited to content that is pornographic or sexually exploitative of minors;
Facilitates or engages in prostitution, human trafficking, or any activity prohibited by law.

3.7 Service restrictions. Customer will not, and will not authorize any User to

Reverse look-up, trace, or attempt to obtain information of any other user or visitor of the Services, or use the Services for any purpose of gathering such information;
Transmit or distribute unsolicited commercial emails, spam, chain letters, or other forms of unsolicited communication;
Impersonate any person or entity, misrepresent the Customer’s affiliation with any person or entity, engage in fraud, or conceal the Customer's true identity;
Use any device, software, or process to interfere with the proper working of the Services, any Content, or the networks and systems connected to the Services, or disrupt the legitimate use of the Services by others;
Conduct or facilitate the unlawful processing of End User information or data, including but not limited to discriminatory profiling of individuals or groups of natural persons for unlawful purposes;
Use the Services, or any Content, for any unlawful purpose, or for any purpose that is prohibited under this Agreement;
Collect, store, or process any personally identifiable information that is deemed sensitive under applicable laws or regulations, such as social security numbers, credit card information, or passwords, unless expressly authorized by law;
Copy, duplicate, or reproduce the Services, in whole or in part;
Decompile, disassemble, reverse engineer, or otherwise attempt to extract or perceive the source code from any software components of the Services, unless expressly permitted by applicable law;
Modify, adapt, translate, or create derivative works of the Services or any documentation, except with Envision's prior written consent;
Assign, sublicense, resell, lease, rent, transfer, or encumber Customer’s rights;
Use the Services to build, develop, or design any competing product or service, or to replicate the functionality of the Services;
Use any "deep-link", "page-scrape", "robot", "spider", or other automatic or manual process to access, copy, or monitor any portion of the Services or any Content, or attempt to obtain any materials, documents, or information through unauthorized means;
Operate open proxy services, Internet Relay Chat (IRC) servers and clients or cryptocurrency mining operations.

Load testing is strictly prohibited in any capacity.
Customer Tests must not impact any of our systems or infrastructure, nor any third-party services, beyond the Customer’s own applications.
We do not undertake any responsibility to assist with, support, or make accommodations for Customer Tests. Security protections will not be modified, suspended, or disabled to facilitate such testing.
Upon completion, test findings must be promptly shared with Envision at info@envision.nl, and all related results will be deemed Envision Confidential Information. Envision is not obligated to implement any changes or remediation in response to the test outcomes.

3.1 Customer (and its Users) shall be responsible for compliance within these terms;

be responsible for the accuracy, quality and legality of Customer’s data (such as account details) and of the means by which Customer acquired the data,
Customer is responsible for maintaining the security of its internal network from unauthorized access through the Internet.

Defamatory, obscene, fraudulent, false, deceptive, harassing, or otherwise unlawful;
May create a risk of harm, loss, damage, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, to any animal or to any property;
Promotes or incites terrorism, hate speech, discrimination, or violence;
Is sexually explicit, including but not limited to content that is pornographic or sexually exploitative of minors;
Facilitates or engages in prostitution, human trafficking, or any activity prohibited by law.

3.7 Service restrictions. Customer will not, and will not authorize any User to

Reverse look-up, trace, or attempt to obtain information of any other user or visitor of the Services, or use the Services for any purpose of gathering such information;
Transmit or distribute unsolicited commercial emails, spam, chain letters, or other forms of unsolicited communication;
Impersonate any person or entity, misrepresent the Customer’s affiliation with any person or entity, engage in fraud, or conceal the Customer's true identity;
Use any device, software, or process to interfere with the proper working of the Services, any Content, or the networks and systems connected to the Services, or disrupt the legitimate use of the Services by others;
Conduct or facilitate the unlawful processing of End User information or data, including but not limited to discriminatory profiling of individuals or groups of natural persons for unlawful purposes;
Use the Services, or any Content, for any unlawful purpose, or for any purpose that is prohibited under this Agreement;
Collect, store, or process any personally identifiable information that is deemed sensitive under applicable laws or regulations, such as social security numbers, credit card information, or passwords, unless expressly authorized by law;
Copy, duplicate, or reproduce the Services, in whole or in part;
Decompile, disassemble, reverse engineer, or otherwise attempt to extract or perceive the source code from any software components of the Services, unless expressly permitted by applicable law;
Modify, adapt, translate, or create derivative works of the Services or any documentation, except with Envision's prior written consent;
Assign, sublicense, resell, lease, rent, transfer, or encumber Customer’s rights;
Use the Services to build, develop, or design any competing product or service, or to replicate the functionality of the Services;
Use any "deep-link", "page-scrape", "robot", "spider", or other automatic or manual process to access, copy, or monitor any portion of the Services or any Content, or attempt to obtain any materials, documents, or information through unauthorized means;
Operate open proxy services, Internet Relay Chat (IRC) servers and clients or cryptocurrency mining operations.

Load testing is strictly prohibited in any capacity.
Customer Tests must not impact any of our systems or infrastructure, nor any third-party services, beyond the Customer’s own applications.
We do not undertake any responsibility to assist with, support, or make accommodations for Customer Tests. Security protections will not be modified, suspended, or disabled to facilitate such testing.
Upon completion, test findings must be promptly shared with Envision at info@envision.nl, and all related results will be deemed Envision Confidential Information. Envision is not obligated to implement any changes or remediation in response to the test outcomes.

Fees, Subscriptions and Payments

4.1 ”Payment Terms.” Customer agrees to pay all fees due under this Agreement in full, without offset or deduction, using a valid payment method. Unless otherwise specified, all fees are due within thirty (30) days from the date of invoice, are non-cancelable and non-refundable, and must be paid in EUR (Euro). All amounts are exclusive of applicable sales, use, value-added, or other taxes, which shall be the sole responsibility of the Customer. Customer shall remain fully liable for all fees related to the Services, including where the Services are used on behalf of third-party clients, regardless of whether such third parties make payment to the Customer. EVCloud reserves the right to suspend or terminate the Customer’s account for failure to pay fees when due, disputed charges, or chargebacks (see more in section 4.7)

4.2 All Service Fees are exclusive of taxes unless otherwise stated. The Customer is responsible for paying any applicable taxes, including VAT, sales, use, withholding, duties, or other similar taxes (‘Taxes’) related to the provision, sale, or use of the Services. If We are required to collect or pay Taxes on behalf of the Customer, the Customer will be invoiced for the amount unless a valid tax exemption certificate is provided by the Customer.

4.3 Recurring Payments. By selecting a pricing plan, the Customer acknowledges that the Services involve recurring charges and accepts full responsibility for all ongoing payment obligations, including any applicable taxes or additional charges. We (or Stripe) will automatically bill the Customer based on the billing cycle of their selected subscription plan (e.g., monthly or annually) until the Customer cancels the Services in accordance with this Agreement. It is the Customer’s responsibility to ensure that payment information remains accurate and up to date.

4.4 Merchant. All payment transactions are processed through our third-party payment provider, Stripe inc. ("Stripe"). Stripe is responsible for handling payment processing, issuing invoices, and responding to any customer service inquiries related to billing or transactions. By using the Services, the Customer agrees to comply with Stripe’s applicable terms and policies ↗

4.5 Modification. We reserve the right to modify fees, provided that notice will be given to the Customer prior to any such changes

4.6 Fee Disputes. Any dispute regarding Fees must be submitted in writing (email) to us no later than thirty (30) days after the earlier of your receipt of the relevant invoice or other fee notification or payment. The Customer forfeits any right to dispute Fees not raised within this period.

4.7 Overdue payment(s). The following terms apply to overdue payments. Failure to comply may result in suspension of services and permanent loss of data.

Suspension of Services: If payment is not received within fourteen (14) calendar days from the invoice date, the Company reserves the right to suspend all Services without further notice.
If payment remains outstanding for thirty (30) calendar days from the invoice date, the Company shall be entitled to permanently delete all data related to the Customer’s account. Such deletion shall be final, irreversible, and shall extinguish all rights the Customer may have to such data. Prior to any deletion, the Company will issue a final written warning to the Customer. The Customer acknowledges and agrees that it bears sole responsibility for all consequences arising from the deletion of data, including but not limited to loss of information, business interruption, or any other damages. The Company disclaims any liability whatsoever for such consequences, having provided sufficient notice in accordance with this clause.

Suspension of Services: If payment is not received within fourteen (14) calendar days from the invoice date, the Company reserves the right to suspend all Services without further notice.
If payment remains outstanding for thirty (30) calendar days from the invoice date, the Company shall be entitled to permanently delete all data related to the Customer’s account. Such deletion shall be final, irreversible, and shall extinguish all rights the Customer may have to such data. Prior to any deletion, the Company will issue a final written warning to the Customer. The Customer acknowledges and agrees that it bears sole responsibility for all consequences arising from the deletion of data, including but not limited to loss of information, business interruption, or any other damages. The Company disclaims any liability whatsoever for such consequences, having provided sufficient notice in accordance with this clause.

Suspension of Services: If payment is not received within fourteen (14) calendar days from the invoice date, the Company reserves the right to suspend all Services without further notice.
If payment remains outstanding for thirty (30) calendar days from the invoice date, the Company shall be entitled to permanently delete all data related to the Customer’s account. Such deletion shall be final, irreversible, and shall extinguish all rights the Customer may have to such data. Prior to any deletion, the Company will issue a final written warning to the Customer. The Customer acknowledges and agrees that it bears sole responsibility for all consequences arising from the deletion of data, including but not limited to loss of information, business interruption, or any other damages. The Company disclaims any liability whatsoever for such consequences, having provided sufficient notice in accordance with this clause.

Customer’s Content

5.1 "Customer Content" or "Content" refer to all materials—including text, data, code, software, designs, images, media files, logos, and any other content—that you upload, post, transmit, store, or otherwise process in connection with the Services.

The Customer shall bear sole responsibility for all Customer Content—including its creation, accuracy, integrity, security, design, development, modification (including appearance changes), code management (creation, testing, auditing, and optimization), performance tuning, and, upon termination or migration of services, its timely and complete export or transfer. We expressly disclaims all liability for any loss, corruption, irretrievability, or other adverse outcomes affecting Customer Content. Accordingly, the Customer is strongly advised to maintain regular and frequent backups or archives of all Customer Content.
Notwithstanding the foregoing, We have no obligation to monitor, validate, correct, or update Customer Content in any way, but We reserve the right, in our sole discretion and without liability, to edit, remove, or refuse to display any Customer Content that We determine to be in violation of these Terms of Service.

5.2 Customer acknowledges and agrees that Company shall not be responsible for any data stored by Customer using the services. Customer may copy such data using the services to a separate location at any time. Because the Internet is an inherently open and insecure means of communication, any data a user transmits over the internet may be susceptible to interception and alteration. We make no guarantee regarding, and assumes no liability for, the security and integrity of any data a user transmits through the service or over the internet, including any data or information transmitted via any server designated as “secure”.

5.3 “Ownership”. The Customer retains all rights, title, and interest in and to its Customer Content. The Customer shall deliver such Content to Us in a fully processed and usable form, requiring no further modification or adaptation by EVCloud. To the extent necessary for the provision of the Services, the Customer hereby grants EVCloud a worldwide, non‑exclusive, royalty‑free, transferable, sublicensable license to:

Access and use Customer Content on the Customer’s behalf;
Copy, reproduce, and distribute Customer Content;
Modify, translate, and create derivative works of Customer Content;
Publicly display and perform Customer Content.

solely for the purpose of delivering the Services. This license is limited to actions required by us to perform, improve, or secure the Services and terminates upon cessation of those Services.

5.4 The Customer, its Users and all associated with the service(s) agrees that any Content uploaded or displayed through the Services complies with all applicable laws as set forth in Section 3.5 and 3.6.

The Customer shall bear sole responsibility for all Customer Content—including its creation, accuracy, integrity, security, design, development, modification (including appearance changes), code management (creation, testing, auditing, and optimization), performance tuning, and, upon termination or migration of services, its timely and complete export or transfer. We expressly disclaims all liability for any loss, corruption, irretrievability, or other adverse outcomes affecting Customer Content. Accordingly, the Customer is strongly advised to maintain regular and frequent backups or archives of all Customer Content.
Notwithstanding the foregoing, We have no obligation to monitor, validate, correct, or update Customer Content in any way, but We reserve the right, in our sole discretion and without liability, to edit, remove, or refuse to display any Customer Content that We determine to be in violation of these Terms of Service.

Access and use Customer Content on the Customer’s behalf;
Copy, reproduce, and distribute Customer Content;
Modify, translate, and create derivative works of Customer Content;
Publicly display and perform Customer Content.

The Customer shall bear sole responsibility for all Customer Content—including its creation, accuracy, integrity, security, design, development, modification (including appearance changes), code management (creation, testing, auditing, and optimization), performance tuning, and, upon termination or migration of services, its timely and complete export or transfer. We expressly disclaims all liability for any loss, corruption, irretrievability, or other adverse outcomes affecting Customer Content. Accordingly, the Customer is strongly advised to maintain regular and frequent backups or archives of all Customer Content.
Notwithstanding the foregoing, We have no obligation to monitor, validate, correct, or update Customer Content in any way, but We reserve the right, in our sole discretion and without liability, to edit, remove, or refuse to display any Customer Content that We determine to be in violation of these Terms of Service.

Access and use Customer Content on the Customer’s behalf;
Copy, reproduce, and distribute Customer Content;
Modify, translate, and create derivative works of Customer Content;
Publicly display and perform Customer Content.

Obligation to End User(s)

Any natural person accessing or using the Customer’s websites, pages, or content created through the Services is considered an “End User” of the Customer. EvCloud maintains no direct relationship with End Users and bears no responsibility for the Customer’s collection, handling, or use of End User information.

6.1 Data processing’. The Customer may have additional obligations under local laws beyond those set forth in this Agreement. Use of the Services does not guarantee compliance with such laws, and EvCloud is not responsible for the Customer’s compliance. Any obligations EVCloud has to assist the Customer in handling End User information are detailed exclusively in a separate Data Processing Agreement executed between the parties.

6.2 ‘Privacy Rights.’ The Customer is solely responsible for responding to End Users who exercise their privacy rights under applicable laws, including rights such as data erasure. The Customer acts as the data controller for all information collected or processed through the Services, including via third-party applications. EvCloud does not act as a data controller and is not responsible for managing End User privacy requests. If EvCloud receives such requests, it will notify the Customer where legally permitted.

6.3 ‘Security.’ The Customer agrees to use all reasonable measures to protect End User information collected through the Services, including personal data, from unauthorized access or use. In the event of any breach, compromise, or inadvertent exposure of End User information, the Customer is solely responsible for taking all legally required actions, including notifying affected parties. EvCloud shall bear no liability for any such incidents.

Intellectual property rights

7.1 'Services' We grant the Customer a non-exclusive, non-transferable license for the duration of the Agreement (as defined in Section 12) to:

Utilize our cloud-based platform, including hosted systems, web tools and software features under our designated domain, solely for the Customer’s internal business operations and in accordance with any provided documentation. All Services are provided electronically.

7.2 'IP Adress' .The Parties acknowledge and agree that the Company may provide Customer the right to use certain IP (Internet Protocol) addresses owned and/or licensed to Us in connection with the provision of the Services. Client acknowledges and agrees on termination of the Agreement for any cause in which case Customer’s right to use such IP addresses shall automatically terminate.

7.3 The Customer retains exclusive rights to all customer technology, customer data, and confidential information, while We retain exclusive rights to all our technology, data, and confidential information. Neither party shall reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or trade secrets from the other party’s property.

7.4 The Company shall have a royalty-free, worldwide, irrevocable, and perpetual license to use and incorporate into the Services any suggestions, enhancement requests, recommendations, or other feedback provided by the Customer or its Users relating to the operation of the Services.

7.5 If Customer, a third party acting on Customer’s behalf, or a User creates applications or program code using the Services, Customer authorizes Company to host, copy, transmit, display and adapt such applications and program code, solely as necessary for us to provide the Services in accordance with this Agreement. Subject to the above, Company acquires no right, title or interest from Customer(‘s) licensors under this Agreement in or to such applications or program code, including any Intellectual Property Rights therein.

7.6 EVCloud owns the services. All rights, titles, and interests in the Services are exclusively owned by or licensed to us. Materials accessible through the Services may be protected by privacy, publicity, intellectual property, or other personal rights, and are subject to applicable legal protections, including but not limited to:

Software
Servers
Artwork, graphics, and images
Website templates and widgets
Source and object code (including HTML)
Applications
Audio, music, and video
Designs, animations, and interfaces
Documentation, derivatives, and versions
The look, feel, and layout of the Services
Methods, products, algorithms, data, logs, and interactive features
Advertising and acquisition tools
Logos, domains, and other trademark assets whether registered or not.

7.1 'Services' We grant the Customer a non-exclusive, non-transferable license for the duration of the Agreement (as defined in Section 12) to:

Utilize our cloud-based platform, including hosted systems, web tools and software features under our designated domain, solely for the Customer’s internal business operations and in accordance with any provided documentation. All Services are provided electronically.

Software
Servers
Artwork, graphics, and images
Website templates and widgets
Source and object code (including HTML)
Applications
Audio, music, and video
Designs, animations, and interfaces
Documentation, derivatives, and versions
The look, feel, and layout of the Services
Methods, products, algorithms, data, logs, and interactive features
Advertising and acquisition tools
Logos, domains, and other trademark assets whether registered or not.

7.1 'Services' We grant the Customer a non-exclusive, non-transferable license for the duration of the Agreement (as defined in Section 12) to:

Utilize our cloud-based platform, including hosted systems, web tools and software features under our designated domain, solely for the Customer’s internal business operations and in accordance with any provided documentation. All Services are provided electronically.

Software
Servers
Artwork, graphics, and images
Website templates and widgets
Source and object code (including HTML)
Applications
Audio, music, and video
Designs, animations, and interfaces
Documentation, derivatives, and versions
The look, feel, and layout of the Services
Methods, products, algorithms, data, logs, and interactive features
Advertising and acquisition tools
Logos, domains, and other trademark assets whether registered or not.

Third party service(s)

8.1 The Services may include or provide access to third-party content, websites, apps, software, services, and resources (“Third-Party Services”) that are not controlled by Us. You acknowledge that your use of any Third-Party Services is at your own risk and that EVCloud is not responsible for them. It is your responsibility to read, understand, and comply with the applicable licenses, terms, and privacy policies of any Third-Party Services you use.

We may engage sub-contractors to fulfill its contractual obligations. Company will obtain the sub-contractor’s written confirmation that the sub-contractor complies with the provisions of data protection law.

We may engage sub-contractors to fulfill its contractual obligations. Company will obtain the sub-contractor’s written confirmation that the sub-contractor complies with the provisions of data protection law.

We may engage sub-contractors to fulfill its contractual obligations. Company will obtain the sub-contractor’s written confirmation that the sub-contractor complies with the provisions of data protection law.

Term and Termination

9.1 Unless otherwise specified in a Order Form, the Term of this Agreement will commence on the Effective Date and will automatically renew for successive terms equal in duration to the initial term unless Customer cancels their plan in advance of the renewal date.

9.2 Either Party may choose to terminate this Agreement if the other Party:

commits a material breach of the Agreement and does not resolve it—or provide a reasonable plan to resolve it—within 30 days after receiving written notice detailing the breach;
discontinues its business operations without a successor entity taking over; or  (c) files for, or becomes subject to, bankruptcy, receivership, or any similar insolvency proceeding, and such proceeding is not dismissed within 60 days.

9.3 ‘Surviving Provisions.’ Sections 3 (Fees, Subscription and Payments), 7 (Intellectual Property Rights), 9 (Termination), 10 (Warranties and Disclaimers), 13 (Confidentially), 16 (Miscellaneous Provisions) shall survive any termination or expiration of this Agreement.

9.4 ‘Suspension’.The Company reserves the right, upon written notice, to immediately terminate and/or suspend any Order(s) and/or the provision of Services—without incurring any liability—if any of the previously stated conditions in this Agreement are met, or

Company receives any direction, notification or instruction from any Governmental Authority (or any independent Internet content monitoring entity) to suspend or terminate the provision of the Services to Customer (through no fault or negligence of the Company).

commits a material breach of the Agreement and does not resolve it—or provide a reasonable plan to resolve it—within 30 days after receiving written notice detailing the breach;
discontinues its business operations without a successor entity taking over; or  (c) files for, or becomes subject to, bankruptcy, receivership, or any similar insolvency proceeding, and such proceeding is not dismissed within 60 days.

Company receives any direction, notification or instruction from any Governmental Authority (or any independent Internet content monitoring entity) to suspend or terminate the provision of the Services to Customer (through no fault or negligence of the Company).

commits a material breach of the Agreement and does not resolve it—or provide a reasonable plan to resolve it—within 30 days after receiving written notice detailing the breach;
discontinues its business operations without a successor entity taking over; or  (c) files for, or becomes subject to, bankruptcy, receivership, or any similar insolvency proceeding, and such proceeding is not dismissed within 60 days.

Company receives any direction, notification or instruction from any Governmental Authority (or any independent Internet content monitoring entity) to suspend or terminate the provision of the Services to Customer (through no fault or negligence of the Company).

Warranties and Disclaimers

10.1 Customer represents and warrants that

The performance of Client’s obligations under these Terms and Conditions, the Order(s), and the use of the Services will not violate any applicable law, rule or regulation or any contract or otherwise unreasonably interfere with Companies Clients’ use of the Services.
It has and will continue to have during the Term all necessary licenses, rights, consents, and permissions which are required to enable EVCloud to use the Content as required to provide the Services.

10.2 Disclaimer. The Services are intended for the hosting of websites and web-based applications. To the fullest extent permitted by applicable law, the Services, including all related software, content, and features, are provided on an “as is” and “as available” basis. EVCloud expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, non-infringement, system integration, or data accuracy.

EVCloud does not guarantee that the Services will meet the Customer’s specific requirements or that the Services will be uninterrupted, secure, or error-free. The Customer acknowledges that the use of the Internet and electronic communications may involve limitations, delays, and other risks beyond EVCloud’s control. EVCloud is not liable for any delays, delivery failures, or damages resulting from such issues.

Furthermore, neither EVCloud nor its third-party providers shall be held liable for the Customer’s use of any content, software, services, or other materials accessed through or developed using the Services. It is solely the Customer’s responsibility to ensure that their intended use of the Services complies with all applicable laws and regulations in their jurisdiction(s).

10.1 Customer represents and warrants that

The performance of Client’s obligations under these Terms and Conditions, the Order(s), and the use of the Services will not violate any applicable law, rule or regulation or any contract or otherwise unreasonably interfere with Companies Clients’ use of the Services.
It has and will continue to have during the Term all necessary licenses, rights, consents, and permissions which are required to enable EVCloud to use the Content as required to provide the Services.

10.1 Customer represents and warrants that

The performance of Client’s obligations under these Terms and Conditions, the Order(s), and the use of the Services will not violate any applicable law, rule or regulation or any contract or otherwise unreasonably interfere with Companies Clients’ use of the Services.
It has and will continue to have during the Term all necessary licenses, rights, consents, and permissions which are required to enable EVCloud to use the Content as required to provide the Services.

Limitations of Liability

11.1 Except for liability arising from a party’s willful misconduct, criminal acts, or the Customer’s misappropriation of the Company’s intellectual property rights, neither party—nor their respective owners, officers, directors, employees, agents, contractors, affiliates, suppliers, licensors, or any other party involved in the creation, production, or delivery of the Services—shall be liable to the other for any indirect, incidental, special, exemplary, punitive, or consequential damages. This includes, without limitation, loss of profits, revenue, savings, goodwill, business interruption, costs of delay, lost or corrupted data, failure of delivery, or any liabilities to third parties, regardless of the legal theory (whether in contract, tort, strict liability, or otherwise), and even if the party has been advised of the possibility of such damages, or if a limited remedy fails of its essential purpose.

In any case, the total cumulative liability of the Company to the Customer for all claims arising out of or related to this Agreement shall not exceed the total fees paid by the Customer to the Company in the twelve (12) months preceding the event giving rise to the claim. The foregoing limitation shall not affect the Customer’s obligation to pay all fees and charges due under this Agreement.

These limitations apply notwithstanding any failure of essential purpose of any limited remedy and regardless of whether other provisions of this Agreement have been breached or proven ineffective.

11.2 Basis. The Customer acknowledges and agrees that the disclaimers, exclusions, and limitations of liability set forth in this Agreement—particularly in Sections 10 and 11—are fundamental elements of the basis of the bargain between the Parties. These provisions reflect an essential allocation of risk and have been relied upon in setting the terms, conditions, and pricing of the Services. Without such limitations, the terms of this Agreement would be substantially different.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for indirect or consequential damages. Accordingly, the limitations stated herein shall apply only to the maximum extent permitted by applicable law.

Indemnification

12.1 The Customer agrees to defend, indemnify, and hold harmless EVCloud, including its owners, officers, directors, employees, agents, contractors, licensors, and affiliates (collectively, the “EVCloud Indemnitees”), from and against any and all claims, demands, actions, proceedings, losses, liabilities, damages, costs, and expenses (including reasonable attorney’s fees) arising out of or relating to:

The Customer’s access to or use of the Services;  
any Customer Content or Customer Applications;
any breach or alleged breach of this Agreement by the Customer; or
any violation of applicable laws or third-party rights by the Customer.

The Customer’s access to or use of the Services;  
any Customer Content or Customer Applications;
any breach or alleged breach of this Agreement by the Customer; or
any violation of applicable laws or third-party rights by the Customer.

The Customer’s access to or use of the Services;  
any Customer Content or Customer Applications;
any breach or alleged breach of this Agreement by the Customer; or
any violation of applicable laws or third-party rights by the Customer.

Publicity

13.1 Neither Party may use the other Party’s or its Affiliates’ names, logos, trademarks, or service marks in any marketing, promotional, or advertising materials without the prior written consent of the other Party.

Although; The Company (EVCloud) may reference the Customer by name and/or logo, and may describe the Services provided, in marketing or promotional materials, provided that no confidential financial or sensitive information is disclosed. Neither Party shall issue any public announcement, press release, or publication regarding the existence or terms of this Agreement without the prior written approval of the other Party, unless required by law.

Confidentiality

14.1 ‘Confidential Information’ means any non-public information shared by one party (“Disclosing Party”) with the other (“Receiving Party”), in any form, that is marked confidential or should reasonably be understood as confidential given its nature and the circumstances. Confidential Information includes but is not limited to:

For the Customer: Customer data and technology;
For the Company: Services, Company data, and technology;
For both parties: the terms and existence of this Agreement.

Confidential Information does not include information that the Receiving Party can prove:

It already knew before receiving it, without any confidentiality obligation;
it developed on its own without using the other party’s confidential information;
it received from a third party without confidentiality obligations; or
became public without the Receiving Party breaking this agreement.

The Receiving Party must:

keep the information confidential;
not share it with anyone else without written permission, except with employees, contractors, or advisors who need to know and are bound to keep it confidential;
only use it to carry out this Agreement.

This confidentiality duty continues even after this Agreement ends, as long as the information remains confidential.

14.2 The Confidential Information remains the property of the party that owns it. Each party agrees to protect the other party’s Confidential Information with at least the same care it uses to protect its own similar confidential information, but never less than reasonable care. Each party shall:

only use the other party’s Confidential Information for purposes allowed by this Agreement; and  
restrict access to that Confidential Information to employees (for the Supplier, this also includes employees of its affiliates and subcontractors) and its legal or financial advisors who need to know the information, provided they first agree to keep it confidential.

No disclosure or use of Confidential Information is allowed without prior written consent from the owning party. This confidentiality obligation applies during the term of this Agreement and continues indefinitely after the Agreement ends, regardless of the reason for termination.

14.3 Required Disclosure. The Receiving Party may have to share the Disclosing Party’s Confidential Information if required by law, a stock exchange, or a government authority. In that case, the Receiving Party will:

try to inform the Disclosing Party beforehand (if allowed by law), and
help the Disclosing Party, at the Disclosing Party’s expense, if they want to oppose the disclosure.

If the Receiving Party must share Confidential Information during a legal case involving the Disclosing Party, and the Disclosing Party does not oppose it, then the Disclosing Party will pay the reasonable costs for the Receiving Party to prepare and provide secure access to that information. If the Customer doesn’t want the Company to see certain data while providing Services, the Customer should encrypt that data so the Company cannot understand it.

For the Customer: Customer data and technology;
For the Company: Services, Company data, and technology;
For both parties: the terms and existence of this Agreement.

Confidential Information does not include information that the Receiving Party can prove:

It already knew before receiving it, without any confidentiality obligation;
it developed on its own without using the other party’s confidential information;
it received from a third party without confidentiality obligations; or
became public without the Receiving Party breaking this agreement.

The Receiving Party must:

keep the information confidential;
not share it with anyone else without written permission, except with employees, contractors, or advisors who need to know and are bound to keep it confidential;
only use it to carry out this Agreement.

This confidentiality duty continues even after this Agreement ends, as long as the information remains confidential.

only use the other party’s Confidential Information for purposes allowed by this Agreement; and  
restrict access to that Confidential Information to employees (for the Supplier, this also includes employees of its affiliates and subcontractors) and its legal or financial advisors who need to know the information, provided they first agree to keep it confidential.

try to inform the Disclosing Party beforehand (if allowed by law), and
help the Disclosing Party, at the Disclosing Party’s expense, if they want to oppose the disclosure.

For the Customer: Customer data and technology;
For the Company: Services, Company data, and technology;
For both parties: the terms and existence of this Agreement.

Confidential Information does not include information that the Receiving Party can prove:

It already knew before receiving it, without any confidentiality obligation;
it developed on its own without using the other party’s confidential information;
it received from a third party without confidentiality obligations; or
became public without the Receiving Party breaking this agreement.

The Receiving Party must:

keep the information confidential;
not share it with anyone else without written permission, except with employees, contractors, or advisors who need to know and are bound to keep it confidential;
only use it to carry out this Agreement.

This confidentiality duty continues even after this Agreement ends, as long as the information remains confidential.

only use the other party’s Confidential Information for purposes allowed by this Agreement; and  
restrict access to that Confidential Information to employees (for the Supplier, this also includes employees of its affiliates and subcontractors) and its legal or financial advisors who need to know the information, provided they first agree to keep it confidential.

try to inform the Disclosing Party beforehand (if allowed by law), and
help the Disclosing Party, at the Disclosing Party’s expense, if they want to oppose the disclosure.

Disputes and Governing Law

15.1 Informal Resolution. We want to address your concerns without resorting to a formal legal case. Before filing a formal legal claim against us, please contact us at legal@envision.nl We’ll try to resolve the dispute and address your concerns. If a dispute is not resolved within 15 days after submission, you or the Company may bring a formal proceeding as set forth in the next clause, 15.2: Arbitration

15.2 ‘Arbitration’. This Agreement is governed by and shall be interpreted in accordance with Dutch law, excluding any conflict of law principles or international regulations that would lead to the application of other laws. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply. Any dispute, claim, or controversy arising out of or relating to this Agreement, including its breach, termination, or invalidity, shall be resolved exclusively by arbitration under the International Chamber of Commerce (ICC) Rules. The arbitration will follow the simplified procedure in effect at the time the arbitration begins, be held in Amsterdam before a single arbitrator appointed according to the ICC Rules, and be conducted in English. The arbitrator’s award shall be final, binding, and confidential, and may be enforced by any court with proper jurisdiction. Nothing in this section prevents either party from seeking equitable or injunctive relief from a competent court.

15.3 Governing Law and Jurisdiction. The Parties irrevocably submit to the exclusive jurisdiction of the competent courts in Amsterdam, the Netherlands. Notwithstanding the foregoing, the Company reserves the right to bring any dispute before another court of competent jurisdiction in accordance with applicable rules of private international law.

Miscellaneous Provisions

16.1 ‘Amendments’ We may modify this Agreement (which may include changes to our pricing and plans) from time to time by giving notice to Customer by email or through the Services. Unless a shorter period is specified by us. (e.g., due to changes in the Law or exigent circumstances), modifications become effective upon renewal of Customer’s current Subscription Term or entry into a new Order Form.

16.2 Relationship(s) Supplier and Client are independent contractors and these Terms of Service will not establish any relationship of partnership, joint venture, employment, franchise or agency between Supplier and Client.

16.3 ‘Third Party Beneficiaries’. Company and Customer agree that there shall be no third party beneficiaries to this Agreement, including, but not limited to, any sublicensee or User of Client or the insurance providers for either Party. To the extent it is allowed by law any legislation in any relevant jurisdiction giving rights to third parties is hereby excluded.

16.4 ‘Force Majeure’. Except for the Customer’s obligation to pay any fees due under these Terms or an applicable Order, neither Party shall be held liable for any failure or delay in performance resulting from a Force Majeure Event. A “Force Majeure Event” includes, but is not limited to, natural disasters, war, terrorism, labor disputes, government actions, power outages, or other events beyond a Party’s reasonable control. The affected Party must promptly notify the other Party in writing of its inability to perform due to a Force Majeure Event and shall make reasonable efforts to mitigate the impact and comply with any reasonable requests made by the other Party to address the situation.

If the Company (EVCloud) is unable to provide the Services for more than thirty (30) consecutive days due to a Force Majeure Event, either Party may terminate the affected Order by providing written notice. In such case, both Parties will be released from further obligations under that specific Order, without liability.

16.5 'Understanding'. This Agreement constitutes the entire understanding between the Parties and supersedes all prior and contemporaneous agreements, whether written or verbal, relating to its subject matter. Any conflicting, additional, or different terms provided by the Customer in a purchase order or other communication shall not apply. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, that provision will be enforced to the maximum extent permitted by law to reflect the Parties’ intent, and the rest of the Agreement will remain fully valid and enforceable. No waiver of any term or right under this Agreement shall be valid unless made in writing and signed by the Party waiving it. A delay or failure to enforce any part of the Agreement shall not be considered a waiver of that or any other right.

Terms of Service

Terms of Service

Definitions

Agreement Formation

Agreement Formation

Use rights and Protection of Service (AUP)

Fees, Subscriptions and Payments

Customer’s Content

Obligation to End User(s)

Intellectual property rights

Third party service(s)

Term and Termination

Warranties and Disclaimers

Limitations of Liability

Indemnification

Publicity

Confidentiality

Disputes and Governing Law

Miscellaneous Provisions