Product Specific Terms – Voyado Elevate

1. General

These Product Specific Terms, together with the other contractual documents, govern the delivery of the Product “Voyado Elevate” to the Customer and the Customer’s use thereof. These Product Specific Terms form part of the General Terms and are hereby incorporated therein.

2. Definitions

Any terms defined in the other contractual documents shall have the same meaning when used herein. The following terms shall have the meaning ascribed below:

“Catalogue” means a combination of a Market and Locale.

“Cluster” means a number of servers/nodes in cloud, interacting within close proximity.

“Content(s)” means informational or editorial items (e.g. FAQs, shipping info, contact pages) indexed in the Product, including their attributes.

“Indexed Items” means the total number of Variant(s) and Content(s) indexed in the Product for each Catalogue. Indexed Items are counted across both Production Clusters and Non-Production Clusters.

“Locale(s)” means number of unique subsets of a language, for which region-specific formatting is required (e.g. “en-GB”), imported into the Product.

“Market(s)” means number of unique containments that separate behavior data, configured in the Product.

“Non-Production Cluster” means a Cluster used to run the Product for development, testing or staging purposes, subject to restrictions and limits as set out in the Documentation. The SLA does not apply to Non-Production Clusters.

“Opened Email” means an email sent to the Customer’s email recipient where the recipient’s email client initiates a request to Supplier’s email recommendation service (e.g. when the recipient opens the email or when its email client pre-fetches or retrieves any email content).

“Production Cluster” means a Cluster used to run the Product for Customer clients via the Site, subject to restrictions and limits as set out in the Documentation.

“Session(s)” means a group of user interactions during a certain time frame that result in communication with the Product, as measured according to Supplier’s standard further detailed in the Documentation.

“Site(s)” means the website(s), channel(s), and/or Customer system(s) specified in the Agreement.

“Variant(s)” means product variants (SKUs) indexed in the Product, including their attributes.

3. Use of the Product and Customer Responsibilities

3.1 Use of the Product. The Product may only be used for the Site(s) listed in the Order Form. Customer may use the Documentation solely for supporting Customer’s authorized use of the Product.

3.2 Tests of Clusters. Customer shall not conduct performance testing on the Production Cluster of the Product, or invasive tests on any Cluster without Supplier’s prior approval.

3.2 Consequences of Breach. In the event of a breach of this Section 3, Section 3.4 of the General Terms applies.

4. Fees and Payment

4.1 Scope and Payment. The right of access to the Product is subject to Customer’s payment of the Fees and limited to the Ordered Components, Indexed Items, Market(s) and user limits, as specified in the Order Form.

4.2 Sessions. Customer must follow the instructions on measurement as described in the Documentation, “Session handling requirements”. In the event Customer circumvents these, Supplier shall be entitled to charge the outstanding fees retroactively plus an interest of twenty (20) percent of the correct fee.

5. Onboarding

5.1 Supplier’s Assistance. Supplier shall assist Customer and Customer’s implementation partner during the implementation of the Product. Up to a hundred (100) hours are included in the price for the onboarding specified in the Agreement. Any additional time requested by Customer will be charged subject to Supplier’s applicable consultancy rates. An additional twenty (20) hours are included if Customer orders the Component “Email recommendations” during initial implementation of the Product, at the latest on the Effective Date. For the avoidance of doubt, if Customer orders said Component after the Effective Date, Customer will be charged subject to Supplier’s applicable consultancy rates.

5.2 Time Plan. The implementation project shall start on the date set out in the Order Form, by which time the Product shall be made available through the Non-Production Clusters, and be finalized by the Agreed Go-Live Date.

5.3 Delays. The Customer is responsible for the timely implementation of the Product and for the engagement and coordination of any implementation partner. If the implementation project is not finalized by the Agreed Go-Live Date, and this is not solely attributable to Supplier, Supplier shall be entitled to charge any additional hours subject to Supplier’s applicable hourly rates.

6. Customer Data and other data

6.1 Customer Data Management. Customer shall ensure that only Customer Data actively used by the Product is imported into the Product. Any Customer Data no longer in use by the Product shall be removed by Customer within a reasonable timeframe.

6.2 Retention. Retention of any data stored in the Product will be limited to one (1) year. The DPA governs the retention periods for personal data.

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